Board Committees

Board Committees

OFFICERS AND CORPORATE GOVERNANCE CODE COMMITTEES OVERVIEW

Reference Officer

The Board of Directors must appoint one of the Independent Non-Executive Directors to be the Senior Independent Director. The Senior Independent Director will be available to listen to any of the concerns of the shareholders that have not been resolved through normal communication channels.

George Papaioannou (Non-Executive, Independent Director)

Audit Committee

The Board of Directors must set up an Audit Committee comprising of at least two Non-Executive Directors, with written terms of reference, which must expressly set out their powers and duties. The members of the Committee, the majority of whom should be Independent Non-Executive Directors, must be stated in the Annual Report. The Chairman or any other Member of the said Committee must have experience in Accounting or Audit. The Committee must meet at regular intervals, at least four times a year.

Anastasios Athanasiades (Non-Executive, Independent Director), Chairman

Takis Klerides (Non-Executive, Independent Director), Member

Nicos Michaelas (Non-Executive, Non-independent Director), Member

George Papaioannou (Non-Executive, Independent Director), Member

Nomination Committee

A Nomination Committee must be established to present its views to the Board of Directors on recommendations for the appointment of new Directors. The majority of the Members of this Committee must be Non-Executive Directors and its Chairman may be either the Chairman of the Board of Directors (in case he/she is Non-Executive) or a Non-Executive Director. The Chairman and the Members of the Nomination Committee must be stated in the Annual Report.

George Papaioannou (Non-Executive, Independent Director), Chairman

Varnavas Irinarchos (Executive Director), member

Takis Clerides (Non-Executive, Independent Director), member

Anastasios Athanasiades (Non-Executive, Independent Director), member

Remuneration Committee

The Remuneration Committee will make recommendations to the Board of Directors based on agreed terms of reference, on the framework and the amount of the remuneration of the Executive Directors – determining, on behalf of the Board of Directors, specific remuneration packages for each Executive Director, including pension rights and any compensation payments. Companies are urged to include at least one member with knowledge and experience in remuneration policy in the Remuneration Committee.

Takis Klerides (Non-Executive, Independent Director), Chairman

Anastasios Athanasiades (Non-Executive, Independent Director), Member

Nikos Michaelas (Non-Executive, Non-Independent Director), Member

Risk Management Committee

The risk management systems are supervised by a separate Risk Management Committee comprising of Non-Executive Directors. The Risk Management Committee must meet at least once every quarter and its Chairman must report to the Board of Directors.  All companies whose securities are listed in the Main Market are required to set up a Risk Management Committee.

Nikos Michaelas (Non-Executive, Non-Independent Director), Chairman

Takis Klerides (Non-Executive, Independent Director), Member

Anastasios Athanasiades (Non-Executive, Independent Director), Member

Corporate Governance Code Compliance Officer

The Board of Directors must appoint a competent executive as a Corporate Governance Code Compliance Officer

Adamos Adamides (ex-Chairman of the Board of Directors)

Investor Liaison Officer

The Board of Directors must appoint a management executive or officer of the Company as Investor Liaison Officer. All information pertaining to the Company must be distributed fairly, in a timely manner free of charge to all shareholders

Demos Anastassiou (Director of Strategy, Planning & Development)

Corporate Governance Code

Download the Corporate Governance Code here