Corporate governance

Since the Company is incorporated in Cyprus, it has to comply with Cypriot law, as well as with provisions relating to corporate governance issues in the Company's prescribed in the Company’s Articles of Association and the Companies Law. However, the Company is not subject to the requirements of any national corporate governance rules, including the Cypriot Code on Corporate Governance, as it is not listed in Cyprus.

The Audit Committee will assist the Company's board in discharging its responsibilities with regard to financial reporting, external and internal audits and controls, including reviewing our annual financial statements, reviewing and monitoring the extent of the non audit work undertaken by external auditors, advising on the appointment of external auditors and reviewing the effectiveness of our internal audit activities, internal controls and risk management systems. The ultimate responsibility for reviewing and approving the annual report and accounts and the half yearly reports remains with the Board of Directors. The audit committee of the Company, comprising Borys Supikhanov and Alex Lissitsa (both non-executive Directors), is chaired by Borys Supikhanov. The audit committee meets at least twice a year.

Terms of Reference for the Audit Сommittee – Download

The Remuneration Committee assists the Board of Directors in discharging its responsibilities in relation to remuneration, including making recommendations to the Board of Directors and/or the general meeting of the shareholders of the Company on our policy on executive remuneration, determining the individual remuneration and benefits package of each of the executive directors and recommending and monitoring the remuneration of senior management below board level. The remuneration committee of the Company, comprising Borys Supikhanov and Alex Lissitsa (both non-executive Directors), is chaired by Borys Supikhanov and sets and reviews the scale and structure of the executive Directors’ remuneration packages, including share options and the terms of their service contracts.

Terms of Reference for the Remuneration Committee – Download