Annual Financial Report for the period from 1st of January to the 31st of December 2012
53
(B)
(i) According to the Articles of Association it is composed of seven (7) up to fifteen (15) members.
The composition of the Board of Directors which, in its majority, is made of independent non executive
members, is the following:
(ii) The executive members deal with the daily issues of the Company’s management and the supervision of
the execution of the decisions made by the Board of Directors, whereas the non executive members are
charged with supervising the execution of the Board of Directors’ decisions as well as other issues or
fields of the Company that have been especially assigned to them by a decision of the Board of Directors.
The independent non executive members are the members that have no business transaction or other
commercial relation with the Company, which could influence their independent judgment. In that sense,
it is impossible to perceive as independent member of the Board of Directors any person that: (a) has a
business or other professional relation with the company or an associated one according to article 42e
par.5 of c.l2190/1920, as applicable at each case, which influences its business activity and especially
when this person is an important supplier of goods or services or a basic customer of the Company,
(b) is president or General Manager of the company or if he/she is president or general manager or an
executive member of the board of directors in an associated company according to article 42e par.5 of
c.l2190/1920, as applicable at each case, or has a relation of dependent or paid employment with the
Company or with its associated companies, (c) has a second degree kindred relationship with or is the
husband of an executive member of the board of directors or of a manager or of a shareholder that has the
majority of the share capital of the Company or one of its associated companies according to article 42e
par.5 of c.l 2190/1920, as applicable at each case, (d) has been appointed in accordance with article 18 par.3
of c.l 2190/1920. The independent non executive members can submit separate reports to the General
Assembly. Their attendance is not compulsory if and when they participate in the Board of Directors as
members, representatives of the minority of shareholders and are appointed as such.
MEMBER
STATUS
Evangelos Mytilineos
President of the Board & CEO - Executive
Ioannis Mytilineos
Vice-President of the Board – Non Executive
Georgios-Fanourios Kontouzoglou
Executive Director – Executive
Sofia Daskalaki
Member of the Board – Non Executive
Ioannis Dimou
Member of the Board – Non Executive
Nikolaos Moussas
Member of the Board – Non Executive
Christos Diamantopoulos
Member of the Board – Independent - Non Executive
Apostolos Georgiades
Member of the Board – Independent - Non Executive
Dimitrios Daskalopoulos
Member of the Board – Independent - Non Executive
Christos Zerefos
Member of the Board – Independent - Non Executive
Michail Chandris
Member of the Board – Independent - Non Executive
