Corporate Governance and Board Practices

The Directors recognise the importance of sound corporate governance and will, in so far as is practicable given the Company’s size and the constitution of the Board, comply with the main provisions of the Combined Code: Principles of Corporate Governance and Code of Best Practice. In addition, as ASBISc Enterprises PLC is listed on the Warsaw Stock Exchange, the Company has applied Warsaw Stock Exchange Code of Best Practices to ensure the best possible practices regarding to Company General Shareholders Meetings, Shareholders rights, Board of Directors as well as the information policy.

Board

The Board is responsible for formulating, reviewing and approving the Company’s strategy, budgets and corporate actions. The Company intends to hold Board meetings at least four times each financial year and at other times as and when required.

Committees

The Audit Committee of the Company, comprising Tasos A. Panteli, Maria Petridou and Constantinos Petrides. The Audit Committee meets at least twice a year. The Audit Committee is responsible for ensuring that the Group’s financial performance is properly monitored, controlled and reported. It also meets the auditors and reviews reports from the auditors relating to accounts and internal control systems. The Audit Committee meets at least once a year with the auditors.

The Remuneration Committee of the Company, comprising Tasos A. Panteli, Maria Petridou and Constantinos Petrides. It sets and reviews the scale and structure of the executive Directors’ remuneration packages, including share options and the terms of their service contracts. The remuneration and the terms and conditions of the non-executive Directors are determined by the Directors with due regard to the interests of the Shareholders and the performance of the Group. The Remuneration Committee also makes recommendations to the Board concerning the allocation of share options and/or treasury stock allocation to directors, managers and employees of the Company.

Rule of changing the Auditor

The Company adopts the Regulatory requirements of the law in respect with the auditor rotation.

The Annual General Meeting of Shareholders of ASBISc Enterprises PLC authorizes the Company’s Board of Directors to appoint the auditors of ASBISc Enterprises Plc.