Hellenic Corporate Governance Code

The new edition of the Corporate Governance Code

The new edition of the Corporate Governance Code introduces the best corporate governance practices and has been drafted based on the principle of “Comply or Explain”.

The Hellenic Corporate Governance Code, published in June 2021 by the Hellenic Corporate Governance Council, replaces the Hellenic Corporate Governance Code for listed companies that was issued in 2013.

The Code is addressed to the Greek companies with securities, listed on a regulated market, operating in Greece. The Code is also addressed to the Greek companies with securities, negotiated in a Multilateral Trading Facility, such as the Alternative Market of the Athens Exchange, which have chosen to be subject to Law 4706/2020.

It is fully harmonized with the current Corporate Governance Legislation and incorporates all the mandatory provisions of Law 4706/20. It further describes Corporate Governance Principles, best practices of organization and operation of the Company and introduces self-regulation provisions, thus enhancing transparency, based on the principle of “Comply or Explain”.

Structure of the Corporate Governance Code

The Code is structured in five main Parts as well as separate Sections.

1. Board of Directors: analytical description of its role, responsibilities, composition and functioning.
2. Interest of the Company: clarification of obligation of loyalty and diligence and reference to issues of sustainability.
3. System of Internal Controls: provision of recommendations regarding the system’s characteristics.
4. Shareholders, stakeholders: listing the issues related to the general meeting, participation of shareholders and stakeholders
5. Guidelines for preparing the Corporate Governance Statement: provision of relative guidelines.

In this context, we suggest that the Companies should take into consideration the new Policies and Procedures they have developed in the context of the Current Legislation, effective as from July 2021 and review the degree of compliance and adoption of the principles and best practices stated in the new Code.

Regarding the entities, deciding to adopt the new Code in the context of their harmonization with Law 4706/2020, their Boards of Directors should timely make the relevant decisions on adopting the new Code (i.e. earlier than 17/7/2021).

Further information is provided in the following link.