Committees
Audit Committee
The Audit Committee, with the aim of timely identification of potential business risks, supports the Board. with regard to:
The Audit Committee has the following key responsibilities:
The Committee consists of two (2) Independent non-executive members of the Board and one (1) independent, non-member of the Board.
Georgios Mergos, Chairman, Independent Non-Executive Board Member of the BoD
Nikolaos Kalamaras, Independent, Non-Member of the BoD
Mohammed Mazin Khan, Non-Executive Member of the BoD
Nominations Committee
The main role of the Nominations Committee is to investigate and highlight the appropriate candidacies for the formation of the Board of the Company. Her duties in relation to the nomination of candidacies include:
The Commission has three members.
Marina Sarkissian-Ochanesoglou, Chairperson, Independent Non-Executive Member of the BoD
Tatiana Karapanagioti, Independent Non-Executive Member of the BoD
Ahmed Abdelrahim Yousif Mohamed Alawadhi, Non-Executive Member of the BoD
RULES OF PROCEDURE OF NOMINATIONS COMMITTEE
Remuneration Committee
The basic role of the Investment Committee is to submit recommendations to the Board of Directors regarding mergers, strategic partnerships, large scale investments, asset divestments and any other strategic action that may affect the company’s capital structure and growth prospects.
The Remuneration Committee is also responsible for submitting proposals regarding the appropriate remuneration policies and systems at all levels of the Company.
The Remuneration Committee:
The Commission has three members.
Georgios Mergos, Chairman, Independent Non-Executive Member of the BoD
Marina Sarkissian-Ochanesoglou, Independent Non-Executive Member of the BoD
Ahmed Abdelrahim Yousif Mohamed Alawadhi, Non-Executive Member of the BoD
ESG Committee (Environment, Society, Governance)
The ESG Committee (Environment, Society and Governance – ESG, hereinafter referred to as the “ESG Committee” or the “Committee”) was set up by the Board to monitor the company’s performance and suggest improvements in environment, society and corporate governance to generate value. for the company. The work of the Committee includes, inter alia, monitoring the integration of non-financial actors in the business strategy and decision-making, in order for the Company to remain resilient and ready to manage changes in the environment in which it operates.
The ESG Committee consists of four (4) members.
Marina Sarkissian-Ochanesoglou, Chairperson, Independent Non-Executive Member of the BoD
Ahmed Abdelrahim Yousif Mohamed Alawadhi, Non-Executive Member of the BoD
Nikolas Meitanis, Non-Executive Member of the BoD
Tatiana Karapanagioti, Independent Non-Executive Member of the BoD
Investment Committee
The main role of the Investment Committee is to submit suggestions to the Board. regarding acquisitions, mergers, strategic partnerships, high budget investments, asset sales and any other strategic action that may affect the capital structure and the growth perspective of the Company.
The main responsibilities of the Commission include:
The Investment Committee has four members.
Faisal Tahir Bhatti, Chairman, Non-Executive Member of the BoD
Abdulaziz Mohamed Abdulla Alobaidli AlHammadi, Non-Executive Member of the BoD
Emmanouil Maragoudakis, Executive Member of the BoD
Ahmed Abdelrahim Yousif Mohamed Alawadhi, Non-Executive Member of the BoD
Strategic Planning Committee
Nikolas Meitanis, Chairman, Non-Executive Member of the BoD
Abdulaziz Mohamed Abdulla Alobaidli AlHammadi, Non-Executive Member of the BoD
Emmanouil Maragoudakis, Executive Member of the BoD
Faisal Tahir Bhatti, Non-Executive Member of the BoD
Mohammed Mazin Khan, Non-Executive Member of the BoD
Complaints Committee
Abdulaziz Mohamed Abdulla Alobaidli AlHammadi, Chairman, Non-Executive Member of the BoD
Ahmed Abdelrahim Yousif Mohamed Alawadhi, Non-Executive Member of the BoD
Emmanouil Maragoudakis, Executive Member of the BoD
Internal Audit
An internal audit system is defined as the set of rules and procedures that the Company applies for the prevention and suppression of functions and procedures at all levels of the hierarchy and its organizational structure in order to ensure:
The Board of Directors utilizes the internal audit system in order to protect the assets of TERNA ENERGY, to assess the emerging risks and to provide accurate and comprehensive information to the shareholders regarding the Company’s actual standing and prospects as well as how to deal with potential risks.
The Board of Directors establishes theinternal audit’s framework of operation, approves the procedures for conducting and evaluating its results and decides on the staffing of the competent departments, taking into account the legal and institutional framework in force.
To that end, a dedicated internal audit unit has been set up and operates, which is independent and does not belong hierarchically in any other organizational unit. The Internal Audit Unit is supervised by the Audit Committee of the Company, with the assistance of which the Board of Directors assesses the adequacy and efficiency of this Unit and the extent to which its reports are used, regarding the continuous improvement of the Company at all levels and effective risk management.
In addition, the Audit Committee maintains direct and regular contact with the legal auditors in order to be systematically informed about the adequacy and reliability of the internal audit systems as well as the accuracy and reliability of financial information.