BoD Powers

(0)

The number of the Board members is defined by the General Meeting, according to the provisions of the Company’s Articles of Association. The current Board of Directors consists of 8 (eight) members, 4 (four) of the Board members are non-executive, while 2 (two) of the non-executive members are also independent members.

The Board of Directors has the powers, responsibilities, and duties that are provisioned by Law, the General Shareholders’ Meeting, and the Company’s Articles of Association. Within the aforementioned framework, the Board of Directors is the agency that exercises the management of company.

The major duties of the Board of Directors in accordance with the Articles of Association and the Internal Regulation of Operation are the following:

  • The assessment of the corporate strategy, the formulation of the company’s general practices and the creation of corporate culture.
  • The implementation and enforcement of the general corporate policy and the communication of the approved corporate goals to the company’s lower-ranked personnel.
  • The evaluation of the recommendations and proposals performed by the company’s Directors and Departments.
  • The approval of the company’s business plan and the annual budgeting.
  • The monitoring and evaluation of the effectiveness and the implementation of the company’s business plan.
  • The management of the company’s assets and the representation of the company. The audit and the approval of high capital expenditures relating to the company’s ongoing investment plans.
  • The assessment of the company’s risk policy and the formulation of an action plan.
  • The establishment and operation of an effective and sufficient Internal Audit System.
  • The incorporation of the principles of Corporate Governance into corporate practices and the supervision on the Internal Regulation of Operation, the Corporate Governance Code, and the Code of Ethics.
  • The monitoring and settlement of any issues referring to conflict of interest between the company’s directors, staff, members of the BoD and shareholders, including cases of asset mismanagement or related party transactions.
  • The compliance of the company’s activities with the provisions of law in effect and with its broader corporate practices.
  • The audit of the disclosed financial statements’ validity and completeness, including the Sworn Auditor’s Report. The compilation of the annual, interim and quarterly financial reports, which include information about the company’s related party transactions in accordance with the provisions of article 42e, paragraph5 of P.L. 2190/20.
  • Issues relating to any form of compensation granted to the company’s directors, and issues relating the company’s general remuneration policy.

In the context of the above authorities and responsibilities, the Board of Directors acts collectively and the relevant decisions are made by all the Board members, regardless of their capacity as executive, non-executive or independent.

According to the Company’s Articles of Association, the Board of Directors may assign, by means of a relevant decision, rights and authorities that relate to the administration, management and representation of the company to one or more individuals, regardless of whether such individuals are Board members or not.

The manner in which the company is bound and represented is defined by the Board of Directors.