Board/Management Information • Feb 24, 2016
Board/Management Information
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At its meeting of yesterday, the Board of Directors, inter alia:
(§ Α.2.5. of the Code - The Board of Directors should appoint one of the independent Non-Executive Directors to be the Senior Independent Director. The Senior Independent Director should be available to shareholders if they have concerns, which failed to be resolved through normal communication channels.)
(§ A.4.1. of the Code - There should be a Nomination Committee, which should make recommendations to the Board of Directors for the appointment of new Board Members. The majority of the members of this Committee should be Non-Executive Directors and its Chairman should be either the Chairman of the Board of Directors (if he is non-Executive) or a Non-Executive Director. The Chairman and the members of the Nomination Committee should be identified in the Annual Report.)
The composition of the Appointment Committee changes as follows:
Michalis Kleopas (chairman, non-executive director), Τakis Kyriakides (executive director), Demetrios G. Lordos (executive director), George Michaelides (non-executive director), George Charalambous (non-executive director).
(§ B.1.1. of the Code - To avoid potential conflicts of interest, the Board of Directors should set up a Remuneration Committee consisting exclusively of Non-Executive Directors to make recommendations to the Board, within agreed terms of reference, on the Executive Directors' context and level of remuneration and to determine on their behalf specific packages for each of the Executive Directors, including pension rights and any compensation payments. Companies are urged to include at least one member with knowledge and experience in remuneration policy in the Remuneration Committee.)
The composition of the Remuneration Committee changes as follows:
George Michaelides (chairman, non-executive director), Areti Ioannidou (nonexecutive director), Constantinos Lordos (non-executive director).
As announced on 22/02/2016, the Board of Directors appointed as of 19/02/2016 George Charalambous as chairman of the Audit Committee.
(§C.3.1. of the Code - The Board of Directors should establish an Audit Committee consisting of at least two Non-Executive Directors, with written terms of reference who will expressly set out its powers and duties. The members of the Committee, a majority of whom should be independent Non-Executive Directors, should be named in the Annual Report. The Chairman should have experience in accounting or audit. The Committee should meet regularly at least twice a year.)
The composition of the Audit Committee changes as follows:
George Charalambous (chairman, non-executive, independent director), Michalis Kleopas (non-executive, non-independent director), George Michaelides (non-executive, independent director).
________________________ Adaminco Secretarial Limited,
Secretary of Lordos Hotels (Holdings) Public Limited
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