AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Dimand S.A.

Board/Management Information Jun 18, 2025

2656_rns_2025-06-18_f7ba5f80-2b74-402f-8c99-0e28209c7212.pdf

Board/Management Information

Open in Viewer

Opens in native device viewer

Announcement of Regulated Information of Law 3556/2007:

Announcement of a new Board of Directors – New Audit Committee – New Remuneration and Nomination Committee

Maroussi, 18.06.2025

DIMAND S.A., in accordance with the provisions of Law 3556/2007 (article 3, par. 1 exhibit 16 (bb) and article 21), Regulation (EU) No 596/2014 of the European Parliament and the Council on market abuse, and the Athens Exchange Regulation, each as applicable, informs the investors regarding the following:

I. Election of a new Board of Directors and its constitution:

Following the Annual Ordinary General meeting of Shareholders (hereinafter the "AGM") of DIMAND dated 17.06.2025 which:

(a) elected a new ten-member Board of Directors with a three-year term, after having determined that the latter meets the conditions and criteria provided for by the applicable legal and regulatory framework, as well as the Internal Operating Regulation of the Company and the Company's Suitability Policy; namely, re-elected as members of the Board of Directors of the Company each of the previous members of the Board of Directors and,

(b) appointed the independent non-executive members of the Board of Directors of the Company, after having determined that each of those members fulfilled the relevant provisions of independent requirements provided in Law 4706/2020 and the Corporate Governance Code adopted and implemented by the Company.

The newly elected Board of Directors, by a unanimous resolution adopted on the same day, thus on 17.6.2025, was constituted in accordance with the Law and the current Articles of Association of the Company, as follows:

  • 1. GONTICAS CONSTANTINE, son of SPYRIDON, Chairman of the BoD, Independent Non – Executive Member
  • 2. ANDRIOPOULOS DIMITRIOS, son of ANDREAS, Executive Member – Vice Chairman & Chief Executive Officer
  • 3. DIMTSAS NIKOLAOS – IOANNIS, son of PETROS - DIMITRIOS, Executive Member – Deputy Chief Executive Officer,
  • 4. DAGTZI – GIANNAKAKI DESPINA, daughter of STAVROS, Executive Member
  • 5. ANASTASOPOULOS MICHAIL, son of DIMITRIOS, Executive Member
  • 6. ITSIOU OLGA, daughter of ANASTASIOS, Executive Member
  • 7. CHALKIADAKI ANNA, daughter of ANTONIOS, Executive Member
  • 8. PELIDIS EMMANUIL (MANOS), son of ACHILLEAS, Independent Non–Executive Member

Νερατζιωτίσσης 115, 151 24 Μαρούσι |T: 210 8774200 | F: 210 6801160 | E: [email protected] www.dimand.gr

9. HARITOS NIKOLAOS, son of PANAGIS, Independent Non–Executive Member

10. KAZOLI POLYXENI (XENIA), daughter of NIKOLAOS, Independent Non–Executive Member

The term of the above Board of Directors is three (3) years, starting from the election of its members and in this case, expiring on 17/06/2028, extending automatically until the next Annual General Meeting.

At the same aforementioned meeting, the Board of Directors also decided on the granting of powers of representation of the Company pursuant to article 87 of Law no. 4548/2018 and the current Articles of Association of the Company and the delegation of the exercise of such powers.

II. Election of a new Audit Committee and its constitution:

The above AGM dated 17.06.2025 also determined the type of the Company's Audit Committee, its term of office, the number and qualities of its members, and specifically decided:

(a) To confirm the type of the Audit Committee, which will continue to be a committee of the Company's Board of Directors, composed exclusively of non-executive members of the Board of Directors, the majority of whom are independent from the Company, in accordance with the provisions of Article 9 of Law 4706/2020,

(b) To redefine the composition of the Audit Committee, specifically that it shall consist of three members, composed exclusively of non-executive members of the Board of Directors, the majority of whom are independent from the Company, in accordance with the provisions of Article 9 of Law 4706/2020,

(c) To confirm the term of office of the Audit Committee, which shall coincide with that of the current Board of Directors, i.e., it shall be three years and in this case ending on 17.06.2028, and

(d) To authorize the Board of Directors to appoint the members of the Audit Committee, in accordance with Article 44, paragraph 1(c) of Law 4449/2017, as applicable.

In execution of the above decision of the AGM, the Company's Board of Directors, by unanimous decision taken on the same day, namely 17.06.2025, appointed the members of the Audit Committee. Subsequently, the Audit Committee, during its meeting on the same day, 17.06.2025, was constituted into a body by appointing its Chairman as follows:

  • 1. PELIDIS EMMANOUIL (MANOS), son of ACHILLEAS – Chairman of the Audit Committee, Independent Non–Executive Member of the Board of Directors
  • 2. GONTICAS CONSTANTINE, son of SPYRIDON – Member of the Audit Committee, Independent Non–Executive Member of the Board of Directors
  • 3. HARITOS NIKOLAOS, son of PANAGIS – Member of the Audit Committee, Independent Non–Executive Member of the Board of Directors

All the above members fully meet all relevant requirements that must be met by the members of the Audit Committee, including its Chairman, in accordance with the applicable Operating Regulation of the Committee, the provisions of the current legislative and regulatory framework, and the relevant provisions of the Hellenic Corporate Governance Code, which the Company has adopted and implements.

III. Election of a new Remuneration and Nominations Committee and its constitution:

Following the aforementioned decision of the Company's AGM dated 17.06.2025 and consequently the election of the new ten-member Board of Directors, the newly elected Board of Directors, by unanimous decision, which was taken on the same day, namely 17.06.2025, appointed the members of the Company's Remuneration and Nomination Committee, while further, the Remuneration and Nomination Committee, at its meeting on the same day, 17.06.2025, was constituted by appointing its Chairman, as follows:

1. HARITOS NIKOLAOS, son of PANAGIS, Chairman of the Remuneration and Nomination Committee – Independent Non–Executive Member of the Board of Directors

2. KAZOLI POLYXENI (XENIA), daughter of NIKOLAOU, Member of the Remuneration and Nominations Committee – Independent Non–Executive Member of the Board of Directors

3. PELIDIS EMMANOUIL (MANOS), son of ACHILLEAS, Member of the Remuneration and Nomination Committee – Independent Non–Executive Member of the Board of Directors

The term of the Remuneration and Nomination Committee was set to coincide with the term of office of the members of the Board of Directors of the Company and shall last until its expiry and in this case, until 17.06.2028, extending automatically until the first Ordinary General Meeting convened after its expiry.

The aforementioned members of the Remuneration and Nomination Committee, all of them, fully meet the relevant requirements and criteria that must be met by the members of the Remuneration and Nominations Committee and its Chairman, in accordance with the current Operating Regulations of the Committee, the provisions of the current legislative and regulatory framework, as well as the relevant provisions of the Greek Corporate Governance Code, which the Company has adopted and applies, and all of them have sufficient knowledge and experience in matters of remuneration and staffing of the Company's employees.

The CVs of all the above members of the Board of Directors and its Committees have been posted on the Company's website (DIMAND - CVs OF BoD MEMBERS).

This announcement is published by the Company in accordance with the Market Abuse Regulation (EU) 596/2014 ("MAR Regulation") and contains information that falls under the concept of privileged information for the purposes of Article 7 of the MAR Regulation. For the purposes of the MAR Regulation and article 2 of the Executive Regulation (EU) 2016/1055 of the Commission, the person responsible for the publication of this announcement on behalf of the Company, is Mrs Electra Demi, the Company's Investor Relations and Corporate Announcements Officer (tel. +30 210 8774200, e-mail: [email protected]).

Talk to a Data Expert

Have a question? We'll get back to you promptly.