Company Memorandum & Articles of Association
The current Company Memorandum and Articles of Association was approved by decision of the Annual Ordinary General Assembly of the Company Shareholders dated June 5th, 2019 with a percentage of votes in favor 74,07% of the present shareholders. The quorum percentage in the General Assembly amounted to 78.97%.
Charter of the Company’s Board of Directors
Operating Regulations
The Operating Regulations describe the organizational structure of the Company as well as the scope of its divisions, and also include the policies and procedures, which are mandatory content under the current regulatory framework. The current version of the Operating Regulations was approved by the Company’s Board of Directors in April 2024 and its summary is posted on the Company’s official website in accordance with article 14 par. 2 of the Law 4706/2020.
Corporate Governance Code
The Company adopts and implements the Greek Corporate Governance Code (June 2021)
The Company, for the points of deviation from the Code, includes the explanations of non-compliance in the Corporate Governance Statement.
Directors’ Remuneration Policy
The Remuneration Policy of the Board of Directors of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. was prepared in accordance with the provisions of the article 111 of the Law 4548/2018 and was approved for the first time by the Annual Ordinary General Assembly of the Company Shareholders of June 5th, 2019. Since then, it was revised, and the current Policy was approved by the Annual Ordinary General Assembly of June 7th, 2023. According to article 110 of the Law 4548/2018, its validity period cannot exceed four (4) years from its approval by the General Assembly. Whenever a material change occurs in the circumstances the preparation of the Policy was based on, it is submitted for re-approval to the General Assembly and in any case every four (4) years from its approval. The vote of shareholders on the Remuneration Policy is binding.
Directors’ Suitability Policy
The Suitability Policy of the Board members of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. was compiled in accordance with the provisions of article 3 of the Law 4706/2020 as well as the decision of the Board of Directors of the Hellenic Capital Market Commission 890-1Β- 60 / 18.09.2020. The Policy as well as any material amendment of it, is submitted to the General Assembly for approval. The current Directors’ Suitability Policy was approved by the Annual Ordinary General Assembly of the Company’s shareholders of June 23rd , 2021, which was convened with a quorum of 75.94%, while the percentage of votes in favor amounted to 83.28% of the present shareholders.
Regulatory Framework Violation Reporting Policy (“Whistleblowing Policy”) Motor Oil Group
Motor Oil Group adopts this Regulatory Framework Violation Reporting Policy (“Whistleblowing Policy”) which is in line with the current legislative and regulatory requirements (Law 4808/2021, MD 82063/01.11.2021, Law 4990/2022, European Directive 1937/2019, CMD 47312/11.12.2023) and the international best practices.
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Regulatory Framework Violation Reporting Policy (“Whistleblowing Policy”) Motor Oil Group
Code of Ethics and Corporate Responsibility
This Code of Ethics and Corporate Responsibility of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. and the other companies of the Group incorporates all the principles and values that govern our operation from 1972 to date and together with the rules of corporate governance and the individual policies and best practices that have been adopted and implemented, sets out the framework of our business operation.
Anti-Bribery and Anti-Corruption Policy
The Anti-Bribery and Anti-Corruption Policy aims to protect the reputation of the Group Companies MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. and employees and to avoid potential adverse civil and criminal consequences. The Policy abides by the applicable principles and provisions of the Greek Law, and especially of the Greek penal code, which is consistent with the provisions of United States Foreign Corrupt Practices Act (FCPA) and the United Kingdom Bribery Act (UKBA).
Policy Against Violence and Harassment at work Motor Oil Group
Motor Oil Group adopts this Policy Against Violence and Harassment at work, which is in line with the Law 4808/2021, the P.D. 80/2022, the Decision 82063/2021 of the Minister of Labor and Social Affairs as well as the international best practices.