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The Bank Corporate Governance
Main Committees of the Board of Directors

The Bank Corporate Governance
Main Committees of the Board of Directors

  • Audit Committee

    The Audit Committee is composed of non-executive members of the Board of Directors with the majority being independent. It is appointed by the Board of Directors. The operation of the Committee is governed by the Bank of Greece Governor’s Act 2577/2006 and article 44 of Law 4449/2017.

    The Audit Committee has a three-year term of office, similarly to the Board of Directors’.

    Composition of the Audit Committee:

    Chairperson:

    Iordanis Chatzikonstantinou, Independent, Non-Executive Member

    Members:

    Petros Fourtounis, Non-Executive Member

    Damianos Charalampidis, Independent, Non-Executive Member


    Main responsibilities

    • Monitoring and conducting annual evaluation of the adequacy and effectiveness of the Internal Audit System.
    • Supervising and evaluating the procedures followed during the preparation of published annual and periodic financial statements, in accordance with the accounting standards in force.
    • Submitting proposals to address identified weaknesses and monitoring the implementation of measures adopted by the BoD.
    • Submitting proposals in special areas where additional audits by the internal or by external auditors are required.
    • Evaluating the work of the Internal Audit Unit with a focus on issues pertaining to the degree of its independence, the quality and scope of the audits it performs, the priorities determined by changes in the economic environment, the systems and level of risk, and, in general, the effectiveness of its operation.
  • Risk Management Committee

    The Risk Management Committee is appointed by the Board of Directors and is composed of independent non-executive members of the BoD. Its operation is governed by the Bank of Greece Governor’s Act 2577/2006.

    The Risk Management Committee has a similar to the Board of Directors’ term of office (three-years).

    Composition of the Risk Management Committee

    Chairperson:

    Antonios Vasilakis, Independent, Non-Executive Member

    Members:

    Iordanis Chatzikonstantinou, Independent, Non-Executive Member

    Petros Fourtounis, Non-Executive Member

    Marina Stavrakantonaki, Independent, Non-Executive Member

    Main responsibilities:

    • The mission of the Committee is to ensure that the Bank has a well-defined risk management strategy, that all types of risks related to the Bank’s activity are effectively covered, and that the risk appetite levels are clearly communicated to the entire Bank.
  • Remuneration Committee

    The Remuneration Committee is composed of non-executive members of the Board of Directors with the majority being independent; it is appointed by the BoD and is made up of 3 of its members.

    The Remuneration Committee has a three-year term of office, similarly to the Board of Directors’.

    Composition of the Remuneration Committee

    Chairperson:

    Konstantinos Papadakis, Independent, Non-Executive Member

    Members:

    Damianos Charalampidis, Independent, Non-Executive Member

    Antonios Vasilakis, Independent, Non-Executive Member

    Main responsibilities:

    • Drafting resolutions on remunerations to be adopted by the BoD that have an impact on the risks assumed and their management by the Bank.
    • Proposing corrective measures when the remuneration policy is impossible to implement.
    • Providing information, advice and support to the non-executive members of the BoD in shaping, reviewing and supervising remuneration policy implementation.
    • Ensuring that all types of risks are taken into account when evaluating adopted mechanisms to align remuneration policy with the risks.
    • Submitting proposals to the BoD concerning the remuneration of senior Bank Management executives and highest paid officials.
    • Supervising directly the remuneration of the heads of Risk Management, Regulatory Compliance, and Internal Audit Units.
    • Evaluating the periodical reports submitted at least once a year by the Internal Audit Unit, as well as its suggestions for potential review of the remuneration policy applied with a view to preventing the creation of incentives for assuming excessive risks or adopting other behaviours that are incompatible with the Bank’s objectives.
    • Ensuring the advisory contribution of the competent Units of the Bank (Risk Management, Regulatory Compliance, Internal Audit, Personnel Management, Strategic Planning) in shaping, reviewing and applying the remuneration policy consistently, as well as the contribution of external experts, when deemed necessary by the BoD.