Attica Bank S.A. announces that its Board of Directors, during its meeting today, on 24 March 2022, following to the BoD Members Nomination and Remuneration Committee Minutes of 23-03-2022, elected as new independent non-executive members of the Board of Directors Messrs. Ioannis Zografakis, Aimilios Giannopoulos and Grigorios Zarifopoulos, following the resignation of independent non-executive members Ms. Venetia Kousia and Messrs. Sotirios Karkalakos and Konstantinos Tsagaropoulos, and it also elected Mr. Patrick Horend as a BoD member in order to complete the 11-member composition of the Board of Directors, as stipulated by the General Meeting of 02-09-2020.

It is noted that with the election of the aforementioned persons the following are met: i) the conditions set out in article 5, Law4706/2020 in conjunction with the decisions of the General Meeting of shareholders of 07-07-2021 as regards the required number of independent BoD members, and ii) the requirements set out in article 3, par. 1.b, Law 4706/2020 as regards adequate gender representation in the Bank’s BoD.

The said election is valid for the remaining BoD term of office, i.e. until 01-09-2023, and it shall be announced by the Board of Directors during the following General Meeting of Shareholders pursuant to the Law and the Bank’s Articles of Association.

Following the said election, the Board of Directors was reconstituted as follows:

1. Konstantinos Makedos, son of Georgios, Chairman of the Board of Directors, Non-Executive Member
2. Avraam (Minos) Moissis, son of Esdra, Vice Chairman of the BoD, Non-Executive Member, representative of the Hellenic Financial Stability Fund
3. Michail Andreadis, son of Theocharis, CEO, Executive Member
4. Irini Maragkoudaki, daughter of Ioannis, Executive Director, Executive Member
5. Alexios Pelekis, son of Dionysios, Non-Executive Member
6. Markos Koutis, son of Nikolaos, Non-Executive Member
7. Patrick Horend, son of Dieter, Non-Executive Member
8. Charikleia Vardakari, daughter of Nikolaos, Independent Non-Executive Member
9. Ioannis Zographakis, son of Georgios, Independent Non-Executive Member
10. Aimilios Giannopoulos, son of Polykarpos, Independent Non-Executive Member
11. Grigorios Zarifopoulos, son of Dionysios, Independent Non-Executive Member.

During today’s BoD meeting, the authorities and representation of the Board of Directors were redefined. The Executive Director, Ms. Maragkoudaki will exercise her duties as from 01-04-2022.

Furthermore, the Board of Directors, during the said meeting, and following the said changes in the BoD, decided the following:

1. The appointment of Mr. Aimilios Giannopoulos, Independent Non-Executive BoD Member, as the temporary substitute for the resigned member of the Audit Committee Ms. Charikleia Vardakari.

Following the said appointment, the composition of the Audit Committee, which pursuant to the General Meeting’s decision of 07-07-2021 is a mixed four-member Committee with BoD members and third persons, composed of two (2) third persons non-members of the BoD, independent from the Bank within the meaning of article 9, Law4706/2020, who meet the independence conditions set out in the said article, one (1) non-executive BoD member and one (1) independent non-executive BoD member, within the meaning of article 9, Law4706/2020 who meet the independence conditions set out in the said article, is as follows:

i) Christos-Stergios Glavanis, third person, non-member of the BoD, who meets the independence criteria stipulated in article 9, Law4706/2020.

ii) Stavros Papagiannopoulos, third person, non-member of the BoD, who meets the independence criteria stipulated in article 9, Law4706/2020, and has adequate knowledge and experience in auditing (and accounting) and is a member of the Committee who has the qualifications set out in article 44, par.1.g of Law4449/2017.

iii) Aimilios Giannopoulos, Independent Non-Executive BoD Member, within the meaning of article 9, Law4706/2020.

iv) Avraam Moissis, Vice Chairman of the BoD, Non-Executive Member, representative of the Hellenic Financial Stability Fund.

The new composition shall be submitted for approval to the next General Meeting of the Bank, who will decide whether it will appoint the same persons or it will elect other members.

The Committee with the aforementioned composition was reconstituted during today’s meeting, on 24 March 2022, pursuant to article 44, Law4449/2017, and Mr. Christos-Stergios Glavanis was appointed as Chairman thereof.

2. The reconstitution of the Risk Management Committee, chaired by Mr. Ioannis Zographakis, Independent Non-Executive BoD Member and members thereof being the Independent Non-Executive Member of the BoD Ms. Charikleia Vardakari and the Non-Executive Members of the BoD Mr. Avraam Moissis, Mr. Alexios Pelekis, and Mr. Markos Koutis.

3. The reconstitution of the Nomination and Remuneration Committee, chaired by Mr. Grigorios Zarifopoulos, Independent Non-Executive BoD Member and members thereof being the Independent Non-Executive Members of the BoD Mr. Ioannis Zographakis and Ms. Charikleia Vardakari and Mr. Avraam Moissis, Non-Executive Member of the BoD and representative of the HFSF, and Mr. Patrick Horend, Non-Executive Member.

 

Attica Bank Societe Anonyme Banking Company