The Bank’s corporate governance framework meets the requirements of Greek legislation and international best practices, and is defined by the provisions of Greek Law, the decrees of the Hellenic Capital Market Commission (“HCMC”), the Bank’s Articles of Association and regulations, as well as the stipulations of the Relationship Framework Agreement-RFA between the Bank and the Hellenic Financial Stability Fund (“HFSF”), and the obligations of the Bank vis-a-vis the Monitoring Trustee. The Bank, being listed on the New York Stock Exchange (“NYSE”), is also subject to the US legal and regulatory framework (Sarbanes-Oxley Act), and SEC and NYSE rules.
In February 2006, the Bank’s Board of Directors (“the Board”) adopted a framework that sets out the Bank’s corporate governance structure and policy. This framework is based on international best practices and fosters continuity, consistency and efficiency in the modus operandi of the Board and the governance of the Bank and the Group. In March 2011, in compliance with the provisions of the corporate governance framework, the Board adopted the Corporate Governance Code of the Bank, which was thereafter amended in November 2013 so as to comply with the Relationship Framework Agreement between the Bank and the HFSF as well as with the Bank’s obligations vis-a-vis the Monitoring Trustee.
During the course of 2013 the Board took decisions to strengthen the senior ranks of the Bank’s management; it was informed on matters of corporate governance by an external consultant; and it amended the Charters of the various Board Committees in accordance with the changes in the corporate governance framework so as to comply with the Relationship Framework Agreement between the Bank and the HFSF, and the obligations of the Bank vis-a-vis the Monitoring Trustee.