Internal Audit

Key principles governing the operation of the Internal Audit Division

The Company's Internal Audit Division has the direct overall responsibility for internal control operations in the Company and in the non-listed subsidiaries. For the Division to cooperate with the respective Division of a subsidiary listed on the Stock Exchange, the prior approval of the Audit Committee of the subsidiary concerned is required.

In exercising their duties, the internal auditors enjoy independence, do not come under the hierarchical authority of any of the Company's departmental units and are supervised by the Audit Committee of the Company's Board of Directors.

The Company's Internal Audit Division reports the results of its work to the Audit Committee and to the Board of Directors.

The Internal Audit Manager is appointed by the Company's Audit Committee, and is a person with adequate qualifications and experience.

The Internal Audit Division examines and assesses the adequacy and effectiveness of the internal control systems, and the quality of the efficiency of the other mechanisms and systems involved in the attainment of the specified Company's goals.

The primary objective of Internal Audit Division is to provide the shareholders with reasonable assurance regarding the attainment of the Company's operational goals.

Internal auditors exercise their duties according to the Code of Conduct of the Institute of Internal Auditors, which means that internal auditors are bound by the principles of independence, impartiality and confidentiality. In addition, the activities of internal auditors conform to the International Standards for the Professional Practice of Internal Auditing, and to the policies and procedures of the Company.

The Internal Audit Division has full access to all books and data, employees, premises and activities of the Company which are necessary in carrying out its auditing work.

The Management of the Company provides the Internal Audit Division with every information and data which is necessary in carrying out its tasks, and cooperates with it during the audit itself as well as in connection with the implementation of the submitted recommendations on improvements.

The Internal Audit Division is responsible for safeguarding fully the secret nature of the data and confidentiality in general. The members of the Board of Directors work with the internal auditors, supplying them with information and in general facilitating their work in every possible way.

Responsibilities of the Internal Audit Division

The responsibilities of the Internal Audit Division include the following:

• Record, critical review and audit of the Company's internal control system.
• Review of the system used to provide financial and management information to the Management of the Company.
• Confirmation of the application of the policies and procedures adopted towards attainment of the Company's operational goals.
• Participate in the annual and extraordinaries stock counts.
• Audit of the Company's accounting systems and EDP systems in general.
• Review of the means in place for safeguarding the Company's assets.
• Conduct of ad hoc audits after approval by the Audit Committee or by the Board of Directors in general.
• Follow-up of the application of, and continuous compliance with, the Company's operation regulations, as these have been determined by the Board of Directors through the Internal Regulation of Operations and the Statutes of the Company, and the legislation concerning the Company and especially the stock market legislation and the legislation on Société Anonyme companies.
• Confirmation of the adherence to the commitments contained in the Prospectuses issued by the Company regarding the use of capital raised through the Stock Exchange.
• Audit of the legality of the remunerations paid and benefits of all types extended to the members of the Management, against the decisions taken by the competent Company bodies.
• Audit of the relations and transactions of the Company with its affiliated companies.
• Timely identification and assessment of potential operational risks.
• Confirmation of the effective and efficient use of the resources available.
• Reporting to the Audit Committee of any cases of conflicts of interest involving the private interests of the members of the Company's Board of Directors or of its Management Executives, as it ascertains these in the exercise of their duties.
• Submission of written reports at least once every quarter to the Audit Committee and/or to the Board of Directors on the audits conducted, and attendance at the General Meetings of the Company's Shareholders.
• Provision, after obtaining the approval of the Board of Directors, of any information as may be requested in writing by the regulatory authorities, cooperation with such authorities and facilitation in every possible way of their monitoring, audit and supervision tasks.

Staffing of the Internal Audit Division

Staffing of the Internal Audit Division is such as to assure the Audit Committee that the internal auditors possess technical skills and educational background that are suitable for the audits to be conducted.

The Internal Audit Director, with the full cooperation of the Audit Committee, specifies the appropriate educational qualifications and professional experience criteria for filling internal auditor vacancies, giving appropriate emphasis to each auditor's scope of work and level of responsibility.