55
54
The topics that were discussed by the Auditing Committee during 2014 are presented in the following table:
DATE OF MEETING TOPICS OF THE AGENDA
03.01.2014
Approval of the audits performed by the Internal Audit Division for the third quarter of 2013
08.01.2014
Briefing of the audit results regarding “ Transportation cost of Greek Bauxite by sea freight “
of the company Aluminium S.A for December 2013
22.01.2014
Briefing of the audit results of Anonymous Denunciation regarding the recruitment process of
Aluminium S.A
03.02.2014
Briefing regarding the monitoring of implementation of the Company’s agreed action plans
up to 30.06.2013, according to the Annual Plan of the Audits
07.02.2014
Briefing of the audit results regarding the procurement of Energy Production Plants of
Protergia S.A in Agios Nikolaos.
07.03.2014
Briefing of the audit results regarding the procurement of the Energy Production Plant of
Korinthos Power S.A
21.03.2014
Approval of the Annual Report of the audits performed by the Internal Audit Division for the
year 2013
02.04.2014.
Briefing of the audit results regarding the Human Resources management (Section A)
29.04.2014
Briefing regarding audit results of the General Expenses of Alluminium S.A in the context of
the cost saving program ‘MELLON’-Action 12
23.05.2014
Approval of the audits performed by the Internal Audit Division for the first quarter of 2014
26.05.2014
Briefing of audit results regarding procurement of Protergia S.A.
24.06.2014
Briefing of audit results regarding services rendered to the company Alluminium S.A
06.08.2014
Approval of audits performed by the Internal Audit Division for the second quarter of 2014
07.08.2014
Briefing of the audit results regarding contracts of the Company
08.08.2014
Briefing of audit results regarding the “2013 Corporate Governance Framework
20.08.2014
Briefing of audit results regarding “ Audit of Human Resources management - Section B” for
Aluminium S.A.
11.11.2014
Briefing of audit results regarding intercompany transactions and balances dated 31.12.2013
04.12.2014
First Topic: Briefing of the audit results regarding the management of the warehouse of the
energy production plant of Protergia S.A.
Second Topic: Briefing of the audit results regarding the management of the warehouse of
the energy production plant of Korinthos Power S.A.
DATE OF MEETING TOPICS OF THE AGENDA
30.10.2014
Replacement of the member of the Corporate Social Responsibility Committee of the
company Mytilineos Holdings S.A, Mr. Christos Diamantopoulos
Presentation of the Corporate Social Responsibility of Mytilineos Group
Discussion of proposals of action regarding Corporate Social Responsibility-Other
Topics
The CSR Committee has the responsibility vis-à-vis the Board of Directors of supervising and ensuring the proper
implementation of the Corporate Social Responsibility in the Group, which pertains to policies, objectives, ac-
tions and results of environmental, social and moral issues related to the internal and external environment of the
Group’s companies. Moreover, the CSR Committee can act as an advisor to the Group’s Management and to the
relevant committees of the Board of Directors on matters that are relevant to its competence, so that these are
more fully implemented.
The topics that were discussed by the Corporate Social Responsibility Committee during the year 2014 are pre-
sented in the following table:
(B) (i)
According to the Articles of Association the Board of Directors is composed of seven (7) up to fifteen (15)
members. The composition of the Board of Directors, as elected by the General Assembly and formed the board
from 08.05.2013 up to 19.11.2013, when the Board of Directors was reorganized due to replacements of resigned
members, was the following:
BOD members
Member
Status
Evangelos Mytilineos
President of the Board & CEO - Executive
Ioannis Mytilineos
Vice President of the Board - Non Executive
Georgios-Fanourios Kontouzoglou
Executive Director - Executive
Sofia Daskalaki-Mytilineou
Member of the Board - Non Executive
Wade Burton
Member of the Board - Non Executive
Nikolaos Karamouzis
Member of the Board - Independent - Non Executive
Apostolos Georgiades
Member of the Board - Independent - Non Executive
Christos Zerefos
Member of the Board - Independent - Non Executive
Michail Chandris
Member of the Board - Independent - Non Executive
(ii)
The executive members deal with the daily issues of the
Company’s management and the supervision of the execution
of the decisions made by the Board of Directors, whereas the
non-executive members are charged with supervising the ex-
ecution of the Board of Directors’ decisions as well as other
issues or fields of the Company that have been especially as-
signed to them by a decision of the Board of Directors. The in-
dependent non-executive members are the members that have
no business transaction or other commercial relation with the
Company, which could influence their independent judgment.
In that sense, it is impossible to perceive as independent mem-
ber of the Board of Directors any person that: (a) has a business
or other professional relation with the company or an associ-
ated one according to article 42e par.5 of
c.l2190/1920, as applicable at each case,
which influences its business activity and
especially when this person is an important
supplier of goods or services or a basic
customer of the Company, (b) is president
or General Manager of the company or if
he/she is president or general manager or
an executive member of the board of di-
rectors in an associated company accord-
ing to article 42e par.5 of c.l2190/1920, as
applicable at each case, or has a relation
of dependent or paid employment with the
Statement of Corporate Governance
