Roles and Responsibilities of the BoD
The
Board
of
Directors,
acting
collectively,
administers
and
manages
all
corporate
affairs.
It
takes
all
decisions
on
any
matter
pertaining
to
the
Company
(except
those
decisions,
which
by
law
or
the
Company’s
Articles
of
Association
fall
within
the
competence
of
the
General
Meeting
of
Shareholders)
and
takes
or
authorizes
the
taking
of
all
actions
required
for
the
implementation
of
its
resolutions.
Without
limiting
the
generality of the foregoing, the Board of Directors:
(a) represents the Company in court and extra-judicially,
(b)
carries
out
legal
proceedings
as
a
plaintiff
or
a
defendant,
proceeds
with
confiscations,
registers
pre-
notifications
of
mortgages
and
mortgages,
and
agrees
to
their
lifting,
waives
any
privileges,
claims
and
legal remedies, enters into judicial or out-of-court settlements and makes arbitration agreements,
(c)
acquires,
establishes,
or
transfers
liens
and
rights
in
personam
or
movables
and
estates,
subject
to
Article
19
of
Law
4548/2018,
undertakes
obligations,
enters
into
any
kind
of
contracts
subject
to
Articles
99 et seq. of Law 4548/2018 and participates in public or other tender procedures,
(d)
hires,
appoints,
and
dismisses
employees
and
agents
of
the
Company,
settles
their
remuneration
and
salaries, and grants and revokes any general and special power of attorney on the Company’s behalf,
(e) grants or enters into any kind of security, guarantee, contract of indemnity or suretyship,
(f) enters into and executes agreements to borrow or raise money,
(g)
issues,
accepts,
and
signs
or
guarantees
or
endorses
drafts,
promissory
notes,
bills
of
exchange,
cheques as well as any instruments (in relation to shares and securities) to the order of the beneficiary,
(h) determines, in general, the Company’s expenses,
(i)
verifies
the
Company’s
books
and
records,
prepares
the
annual
financial
statements,
recommends
depreciation
on
Company’s
fixed
assets
and
amortizations
of
bad
debts,
and
recommends
dividends
and
profits to be distributed, and
(j)
regulates
the
Company’s
internal
operation
and
issues
relevant
regulations
and,
in
general,
carries
out
all
acts
of
administration
of
the
Company
and
property
thereof
and
disposes
of
all
the
requisite
authority
and
rights
to
administer
corporate
interests
and
does
all
things
as
may
be
appropriate
or
considered
beneficial in connection with or in furtherance of the objects of the Company.
The
Board
of
Directors,
in
addition
to
what
is
described
above,
is
responsible,
according
to
Article
4
of
Law
4706/2020, for the following:
•
Appoints
and
supervises
the
implementation
of
the
Corporate
Governance
System
of
provisions
1
to
24
of
Law
4706/2020,
periodically
monitors
and
evaluates
its
implementation
and
effectiveness
every
three
(3)
financial
years,
taking
appropriate
action
to
address
deficiencies.
More
specifically,
the
Board
supervises
the Corporate Governance System,
•
Ensures
the
adequate
and
efficient
operation
of
the
Company's
Internal
Control
System,
which
mainly,
aims at the following goals: