HELLENIC PETROLEUM SA BOARD OF DIRECTORS
Board of Directors (BoD)
The Company is managed by 13 members of the Board, as shown below, for a term of 5 years, ending on 17/04/2023; the term of the BoD is extended until the final date that the ordinary shareholders’ meeting can be convened, pursuant to article 20 of the company’s Articles of Association.
- Efstathios Tsotsoros, Chairman and Chief Executive Officer, Executive Board Member
- Andreas Shiamishis, Deputy Chief Executive Officer, Executive Board Member
- Georgios Alexopoulos, Executive Board Member
- Theodoros - Achilleas Vardas, Non-Executive Board Member
- Georgios Grigoriou, Non-Executive Board Member
- Dimitrios Kontofakas, Non-Executive Board Member
- Vassilis Kounelis, Non-Executive Board Member
- Christos Tsitsikas, Non-Executive Board Member
- Loudovikos Kotsonopoulos, Non-Executive Board Member
- Konstantinos Papagiannopoulos, Non-Executive Board Member - Employees’ Representative
- Georgios Papakonstantinou, Non-Executive Board Member - Employees’ Representative
- Theodoros Pantalakis, Non-Executive Board Member - Minority Shareholders’ Representative
- Spiridon Pantelias, Non-Executive Board Member- Minority Shareholders’ Representative
Roles and Responsibilities of the BoD
The Board of Directors is the supreme governing body of the company and primarily sets the strate gyand development policy and supervises and controls the administration of the company’s assets.The composition and status of the members of the Board are established by the Law and the Articles of Association. The obligation and foremost duty of the Board Members is the constant pursuit of enhancing the company’s long-term economic value and the protection of the general corporate interest.
To achieve the company’s corporate objectives and smooth operation, the Board may delegate some of its powers, except those that require collective action,as well as the management, administration or management of the affairs or the representation to the company's Chairman of the Board, the CEO, to one or more members (and non-executive members) or to managers or officers of the company. Board Members and any third party, entrusted with responsibilities by the Board, are prohibited to pursue his/her own interests against the interests of the company. Members of the Board and any third party, entrusted with responsibilities, must promptly disclose to the other members of the Board, their own interests, which may arise from company transactions, whilst they are in office as well as any other conflict of their own interests, with those of the Company or affiliates within the meaning of art.42 (e), paragraph 5 of Codified Law 2190/1920 that arise in the course of their duties.
Indicatively, the BoD, approves, upon the recommendation of the CEO:
- The Business Plan of the Company and the Group.
- The Annual Business Plan and Budget of the Company and the Group.
- Any necessary change to the above.
- The issue of bond loans
- The Annual Report of transactions between the Company and its related parties, according to Codified Law 2190/1920 art. 42. (e), par. 5.
- The Annual and Interim Financial Reports, including the Financial Statements of the Company and the Group.
- The establishment of / participation in companies or joint ventures, company acquisitions, installation or termination of facilities – in all cases of such transactions with minimum value of €1 million.
- The agreements for participation in consortia for the exploration and production of hydrocarbons.
- The final termination of manufacturing operations.
- The regulations that govern the operation of the Company and any amendments to them.
- The basic organizational structure of the Company and any amendments to it.
- The appointment / dismissal of General Managers.
- The Collective Labour Agreement.
- The Internal Procedures Manual.
- The determination of the Company’s remuneration policy of the Management Team.
- The hiring processes for executives and the assessment of their performance.
- Any other matter stipulated by the existing Company regulations.
Εxecutive and Non-Executive Members of the Board
The Board, during its constitution as a body, defines the status and responsibilities of members as executive and non-executive. The number of non-executive board members cannot be less than 1/3 of the total number of members.
Chairman of the Board and CEO
The Executive Chairman of BoD and CEO is responsible to preside over and administer the meetings of the BoD and sign the respective decisions and performs all acts that fall under his responsibilities according to the Company’s Articles of Association and as CEO, is the legal representative of the company and has the responsibility of all business units and functions except for those reporting to the Deputy CEO.
The General Manager of Group’s Internal Audit as well as the Chairman and the CEO of ASPROFOS SA, also report to the Chairman of BoD and CEO.
The Chairman of the Board heads and conducts the meetings of the Board and acts out of any jurisdiction, as provided by the law, the Statute and Internal Regulations.
The Deputy Chief Executive Officer reports to the Chairman of BoD and CEO and replaces him in case of absence or impediment and has the responsibility of:
- Group Financial Services, including the finance departments of all the Group's companies
- Group Strategic Planning & Development and New Activities
- Group Procurement
- Group Information Technology