Corporate Governance

Corporate governance is a system of rules which aims to facilitate the company’s management and appraisal with a view to maximizing profitability and the long-term value of the investment made by shareholders and other stakeholders. Stakeholders include persons with an interest in the company such as employees, creditors, suppliers, the State and the community.

Since 1988, when Ownership was separated from Management, ELINOIL has been applying policies, regulations and procedures aiming at the prudent and effective management and operation of the company and at the maximum transparency of financial management. When the company was listed on the Athens Stock Exchange in March 2004, these policies and procedures were adapted to Greek Legislation and incorporated into the company’s Internal Operating Regulation.

In ELINOIL, correct Corporate Governance is ensured by the following:

The composition and function of the Board of Directors

A system of good corporate governance should allow the monitoring of the company’s strategic direction and the effective appraisal of executives by the Board of Directors. The ELINOIL Board has eight executive and non-executive members. The Managing Director and top active management executives comprise the executive members. The majority of the Board are non-executive members who are responsible for supervising the activities of the Executive Management. Of these 6 non-executive members, 2 are independent in accordance to the conditions set by Greek legislation and have been selected due to their international experience especially in issues of petroleum policy. In order for the Executive Management to be monitored more effectively, an Audit Committee has been established; is comprises three non-executive Board members and its main scope is to supervise the work of the Internal Audit Department.

Rigorous control mechanisms

ELINOIL structures provide for rigorous Internal Audit procedures which ensure the optimum management of human resources, procedures and systems. At the same time, the company is audited by acknowledged external auditors regarding the reliability of its financial statements.

The organizational structure of the company

The main element of ELINOIL’s organizational scheme lies in the decentralization of decision making within the context of its shared corporate strategy. The company’s corporate structure, shown in the organization chart, has been established so as to segregate the responsibilities of management executives and ensure optimum monitoring of corporate activities. A detailed job description has been added to every post on the organization chart, containing respective responsibilities, duties and limits of authority.

Executive staff evaluation and remuneration system

The main goal of ELINOIL’s salary policy is to attract, utilize and further develop people whose skills provide the company with added value. For this reason, the staff evaluation procedure and remuneration system aim at providing maximum objectivity and transparency and function as permanent incentives for personnel good performance and improvement.

Corporate disclosure policy

ELINOIL places major importance on the equal treatment of all its shareholders and, for this reason, the company provides investors with all information related to the development of corporate affairs and, in general, any important information that may affect them in their decisions regarding company shares, in a timely manner.