Corporate Governance principles

Leadership

The Board of Directors
forms the strategic mission of the Company and is responsible for its implementation

Separation of Chairman and Chief Executive
a clear division of responsibilities between the BoD and Executives

Non-Executive Directors
provide consulting functions and helping to develop proposals for the Company’s development strategy

Effectiveness

Independence
a balance of Executive and Non-Executive Directors, so that no individual or small group of individuals can dominate the BoD’s decision-making

Time commitment
all directors should be able to allocate sufficient time to the Company, to allow for effective discharge of responsibilities

Transparent procedure for the appointment,
which stimulates new Directors to regularly update and refresh their skills and knowledge

Performance Evaluation
annual performance evaluation for the company, its committees and individual Directors

Regular Directors’ re-election
ensuring ongoing successful company activity; and gradual, planned renewal of the BoD

Remuneration

Fair evaluation procedure
formal procedure for developing policy on executive remuneration and for fixing the remuneration packages of individual Directors


Market level remuneration
sufficient to attract and retain quality Directors

Accountability and audit

Financial Reporting
balanced and clear assessments of the Company’s position and prospects


Internal Control
a strong system to safeguard shareholders’ investments and the Company’s assets


Audit Committee and Auditors
transparent arrangements for considering financial reporting and internal control principles