23.07.2026
On July 16, Energy Club held a forum in Kyiv “Corporate Governance in Energy: From Formal Rules to Real Responsibility”, which became the final offline discussion of a three-month special project dedicated to the development of a modern model of corporate governance in the Ukrainian energy sector.
Representatives of energy companies, the public sector, members of supervisory boards, lawyers and international experts discussed practical aspects of the functioning of the corporate governance system, the role of the state as an owner, the responsibility of management bodies and the implementation of international standards.
One of the speakers at the forum was Anatoliy Huley – economist and financier, partner and co-owner (co-founder) of the auditing company Crowe Mikhailenko LLC (part of the international network Crowe Global), deputy chairman of the supervisory board of the state-owned company NEC Ukrenergo, chairman of the board of the Ukrainian Interbank Currency Exchange.
During his speech, he emphasized that corporate governance today is entering a new stage of development, which should be based on the digitalization of business processes, transparency of management and professional work of supervisory boards.
Digitalization is changing the very philosophy of corporate governance
Over more than ten years of reforms, the very nature of corporate governance has changed significantly, and therefore the approaches that worked before no longer meet modern challenges. “The nature and philosophy of corporate governance are changing very significantly. And we need to change these foundations as soon as possible,” Andriy Guley noted.
The expert emphasized that today the interaction of a citizen with the state takes place through an intermediary official, and this significantly limits the effectiveness of the state as an owner. That is why the future of corporate governance, in his opinion, is connected with digital transformation.
The first step should be the complete digitization of business processes of enterprises, and the initiators of these changes should be the supervisory boards.
“Only the supervisory board can do this, because the owners in the person of the Ministry of Energy or the Ministry of Economy will never be leaders in this matter,” the speaker emphasized.
Andriy Guley paid special attention to his own research on the tokenization of kilowatt-hours. According to him, a digital token for each kilowatt will allow creating a completely transparent environment where each operation will have a digital trace.
“We will get transparent business, transparent reporting, transparent management decisions. And then we can ask the supervisory board how effective it was,” he summed up.
Ukrenergo’s experience: digitalization begins with business processes
As an example of the practical implementation of this concept, Anatoliy Guley cited the experience of NPC Ukrenergo. According to him, the company has already described 256 business processes that need to be converted into a digital format. Only the systematization of these processes took almost a year.
It was this work that made it possible to see the duplication of functions between structural units, optimize the management system, and make the interaction between the management board and the supervisory board more effective.
According to the expert, digital transformation competencies should become a mandatory component of the profile of future members of supervisory boards.
The supervisory board determines the strategy, not manages the company
Separately, Anatoliy Guley focused on the issue of separating the functions of the board and the supervisory board.
According to him, the line between strategic management and operational activities runs precisely through the powers of these two bodies.
“We do not have the competence to sit in operational activities. We want the board to have control over business processes and make decisions exactly when necessary,” the speaker emphasized.
Intervention is possible only when systemic problems arise or additional independent expertise is required.
Committees are the basis of the professional work of the supervisory board
Answering questions from forum participants regarding the work of companies where committees are not established, Anatoliy Guley expressed a clear position: it is the committees that ensure the professional level of the work of the supervisory board.
He explained that issues of audit, financial reporting, strategy, personnel policy or ethics should be considered by members of the supervisory board who have the appropriate competencies.
“Without such committees, we turn the meetings of the supervisory board into a bazaar,” the expert stated.
According to him, an analysis of the work of previous compositions of the supervisory board of NPC Ukrenergo showed that the absence of committees led to many-hour meetings with low efficiency.
State representatives work in conditions of constant conflict of interest
Another topic of the speech was the model of formation of supervisory boards of state-owned enterprisesstv.
According to Anatoly Guley, state representatives actually simultaneously perform three roles: they have their own professional position, represent the interests of the enterprise and at the same time are representatives of the shareholder – the state. Therefore, they are constantly in a situation of conflict of interest, while independent members of supervisory boards do not have such an internal conflict.
An inoperative supervisory board is a signal of loss of control over the company
During the discussion, the expert also drew attention to cases when the supervisory board loses the ability to make decisions, and this is a serious signal for the owner.
“The inoperative supervisory board is a loss of control over the enterprise itself. This is a red flag that must be responded to quickly,” Andriy Guley emphasized.
As an example, he cited the situation with the change of members of the supervisory board of NNEGC Energoatom, noting that the prompt renewal of its composition allowed the management body to restore its operational capacity.
International experts should also understand Ukrainian corporate governance
Answering questions about the work of independent foreign members of supervisory boards, Anatoliy Guley noted that the main problem is not the difference in approaches, but insufficient knowledge of Ukrainian legislation.
He gave an example from the practice of NPC Ukrenergo, when due to different interpretations of the procedures for appointing board members, a situation arose that had to be corrected by repeating all stages in accordance with Ukrainian regulatory requirements.
According to the expert, international corporate governance standards need to be adapted to the Ukrainian legal field, especially in the conditions of the transition period.
The main function of corporate governance is to ensure financial transparency
Summing up his speech, Anatoliy Guley emphasized that the main purpose of corporate governance is not to control the operational activities of the enterprise, but to create a transparent system for managing financial flows.
“For me personally, corporate governance is a question of controlling money,” the expert said. It is the transparency of finances, according to him, that opens up the opportunity for companies to attract bank financing, work with international financial organizations, enter foreign capital markets and build investor trust.
Anatoly Guley’s speech demonstrated that modern corporate governance already goes far beyond formal compliance with legislative requirements or the work of supervisory boards in the classical sense. The next stage of development of the Ukrainian energy sector will be determined by the digitalization of business processes, transparency of financial management, professional work of committees and effective interaction between the board and the supervisory board. These changes should become the foundation for increasing the efficiency of state-owned energy companies and strengthening the trust of international partners and investors.
