COMMITTEE ON REMUNERATION AND NOMINATION OF CANDIDATE BOARD MEMBERS
The Committee on Remuneration and Nomination of Candidate Board Members is a uniform Committee responsible for identifying suitable persons to be appointed as BoD members and for submitting recommendations to the BoD, pursuant to articles 109-112 of Law 4548/2018, on the Remuneration Policy for Board Members, main Company executives and the Head of the Internal Audit Unit. The Committee’s members are appointed by the Company’s Board of Directors.
The Committee is responsible for preparing and periodically reviewing the Company’s Remuneration Policy, as well as for monitoring its application, taking into account the long-term interests of shareholders, investors and employees, as well as
public interest; it is also directed towards the long-term, prudent and virtuous management of the Company, and towards preventing or minimizing conflicts of interest that may harm this management.
The Committee is responsible for specifying the selection criteria and appointment procedures for the Board Members, periodically evaluating the BoD’s size and composition, as well as for submitting recommendations to the BoD regarding its desirable image. Moreover, it evaluates the current balance between qualifications, knowledge and experience in the Board of Directors; based on this evaluation, the necessary roles and abilities for filling in vacant positions are clearly described. This Committee’s responsibility also applies to the Company’s main top executives, respectively.
In addition, the Committee on Remuneration and Nomination of Candidate Board Members examines the information contained in the final draft of the annual remunerations report, communicating its view to the Board of Directors, before submitting the report to the General Assembly, pursuant to article 112 of Law 4548/2018.
The BoD makes sure the Company has a suitable plan of succession, which ensures the smooth continuation of the management of Company issues and of decision-making after a Board Member steps down, especially Executive Members and committee members.
The composition, structure, responsibilities and operation method of the Committee of Remuneration and Nomination of Candidate Board Members are described in detail in the Committee’s Operation Regulation, which has been compiled and posted on the Company’s website.