HYGEIA GROUP

HYGEIA considers that the correct application of the Principles of Corporate Governance is the key, not only for sustainable development, but also for ensuring the satisfaction and safeguarding of the legal interests of all those associated with HYGEIA.

In the context of implementing the principles and rules of Corporate Governance, HYGEIA makes continuous efforts to integrate its strategic planning into the ever-growing expectations of society. For this reason, procedures are developed and implemented that contribute to good Corporate Governance, contributing to corporate recognition and strengthening the trust of both investors and the Medical Community.

HYGEIA strengthens diversity in the Boards of Directors of its Companies, as a key element for achieving its strategic goals and strengthening its development. Diversity on Boards of Directors and Senior Management is based, among other things, on criteria related to gender, age, cultural and educational background, professional experience, skills, knowledge and seniority with merit-based criteria.

At the same time, HYGEIA is committed to providing equal opportunities to all employees, fighting any kind of discrimination.

The Corporate Governance Principles that are applied are in accordance with the current legislation and, moreover, in accordance with the generally accepted principles of Corporate Governance that are applied within the member states of the European Union.

The Principles that have been adopted determine:

✓ The composition and responsibilities of the Board of Directors.

✓ The operation of advisory Committees and Councils.

✓ The rights of Shareholders and their equal access to information.

✓ Two-way communication with stakeholders.

✓ The assurance of transparency in all kinds of transactions and decisions of the Administration.

Patients

Employees

Vulnerable social groups and NGOs

Medical and scientific community

Private insurance companies

Society State / regulatory authorities and insurance bodies

Shareholders

MEDIA 

Patients' families and visitors

Suppliers

Associate physicians

Banks

Subcontracted services
 

Ongoing

Guided not only by the faithful application of the mandatory Corporate Governance regulations provided by the legislation, but also by the adoption of principles and values that ensure the development of the Company, with the application of modern management practices, HYGEIA incorporated the operation of the Corporate Governance Code (C .ED.) during the preparation of which, the draft corporate governance code for the listed companies of the Association of Greek Industries (SEB) and the generally accepted principles of Corporate Governance applied within the member states of the European Union were taken into account.

At the same time, it implements a Financial Risk Management Policy and recognizes that it is exposed to multiple risks, such as market and liquidity risk and credit and currency risk. HYGEIA's risk management program aims to limit the negative impact on financial results resulting from the unpredictability of financial markets and the variation in cost and sales variables. The financial risk management policy is implemented by the Finance Department.

HYGEIA, in full harmony with the principles of Corporate Governance, has created special Committees and Boards in order to ensure the proper functioning of the Company and also to ensure the trust of Investors and the Medical Community.

Scientific Council and Special Committees

HYGEIA S.A. in full harmony with the principles of Corporate Governance, has established a Scientific Council and Special Committees, with the aim of ensuring the confidence of Investors and the Medical Community. The Scientific Council and the Special Committees contribute to the work and decision-making of the Board of Directors, providing specialized knowledge in the subjects related to their responsibilities.

Scientific Council

According to the Statute of HYGEIA S.A., the work of the Board of Directors in cases of scientific issues concerning its operation, the care provided, the participation in scientific conferences, the election of Scientific Directors of Departments and the ethical rules, is assisted by the Scientific A seven-member Council, of which 5 Members are elected by the Company's doctors and has a 2-year term, starting from his appointment by decision of the Board of Directors. The purpose of the Scientific Council is to provide advice to the Board of Directors on medical and scientific matters of operation, staffing, the supervision of the general conditions for the practice of medical work and the approval of new medical partners. Also, the Scientific Council can recommend to the Board of Directors the convergence of scientific conferences at HYGEIA S.A., the participation in local and foreign scientific conferences, the invitation of Greek and foreign scientists to hold lectures, seminars or symposia, as well as issues of training of the medical staff of HYGEIA S.A. In the context of this competence, the Scientific Council generally represents the medical staff of HYGEIA S.A. in scientific matters, while overseeing the general conditions of practicing medicine, including the ethical rules based on the statute and the internal operating regulations of the clinic. It also ensures the provision of high-level medical services, and informs the Board of Directors accordingly.

Finally, the responsibilities of the Scientific Council include the approval of doctors' applications for cooperation with HYGEIA and the formulation of an opinion to the Board of Directors. of the Society for the election of the scientific directors of the departments.

- The Audit Committee: The mission of the HYGEIA Audit Committee is to support the Board of Directors in the fulfillment of its mission regarding the assurance of the effectiveness of the audit mechanisms, the accounting of the financial results, the operation of the business risk identification, assessment and management systems , compliance with the legal and regulatory framework and the effective implementation of the Corporate Governance Principles. More specifically, her role consists of:

• informing the Company's Board of Directors about the result of the mandatory audit and explaining its contribution to the integrity of the financial information, as well as the role of the Committee itself in the relevant process,

• monitoring the mandatory audit of the individual and consolidated financial statements, monitoring the process of drafting the financial information and submitting recommendations or proposals to ensure its integrity,

• in monitoring the effectiveness of the Company's internal control systems (IEC), quality assurance and risk management in relation to financial information,

• in the overview and monitoring of the independence of the Chartered Auditors and in particular the appropriateness of the provision of non-audit services to the Company, in accordance with the applicable legislation,

• in the evaluation of the annual audit program of the Internal Audit Service, • submitting a proposal to the Company's Board of Directors regarding the selection of Sworn Auditors, and

• in the supervision of the Company's compliance with the applicable legal and regulatory requirements.

- The Executive Committee: In the context of the more efficient operation of HYGEIA, a single Executive Committee was established. The purpose of the single Executive Committee is the more systematic exploitation of synergies between the companies, as well as its more efficient operation. The main responsibility of the Executive Committee is to assist the work of the Board of Directors by assigning its responsibilities, among which are:

• The final recommendation on the budget.

• The establishment and participation in businesses worth up to three million euros (€3,000,000.00).

• Purchases of assets worth more than one million euros up to three million euros (€3,000,000.00).

• Recruitment, increases and other benefits of Managers.

• Organizational changes and suggestions for the composition and operation of the various Committees.

• Appointment of the members of the Procurement Committee.

• Adoption of the internal operating procedures of the Procurement Committee, as well as a recommendation for the introduction, modification or abolition of the other internal operating procedures of the Company.

- The Ethics and Ethics Committee: Provided by the Company's Articles of Association. It is made up of three (3) doctors with the same qualifications as the members of the Scientific Council. The members of this Committee have a two-year term. Its purpose is the implementation of the rules for the practice of the Medical Profession, in accordance with what is defined in the respective institutional framework.

No

No

Greece

- Ensuring the sound operation of the Company.
- Supervising the general terms for performing medical tasks, including the code of conduct outlined in the Articles of Association and the Hospital’s internal regulations.
- Offering top-level medical services at HYGEIA.

Sustainable development.