GREECE Law and Practice Contributed by: Paris Tzoumas, Vivian Efthymiou and Dimitrios Mekakas, Zepos & Yannopoulos
• the BoD ensures the integrity of the account - ing and financial reporting systems, including financial and operational controls and compli - ance with the law and relevant standards; • the BoD oversees the process of disclosure and communications (as may be required by law); and • the BoD is responsible for providing effective oversight of senior management. 4.3 Remuneration Requirements The remuneration requirements applicable to Greek credit institutions are in line with the provi - sions of CRD IV (as amended), which have been transposed into Law 4261. According to Law 4261, when establishing and applying the remuneration policies for catego - ries of staff whose professional activities have a material impact on the credit institution’s risk profile, credit institutions should apply the requirements in a manner that is appropriate to their size, internal organisation and the nature, scope and complexity of their activities. The staff whose professional activities have a material impact are the following: • all members of the BoD and senior managers; • staff members with managerial responsibility over the credit institution’s control functions or material business units; and • staff members entitled to significant remuner - ation in the preceding financial year, provided that the following conditions are met: (a) the staff member’s annual remuneration is equal to or greater than EUR500,000 and equal to or greater than the average remuneration awarded to the institution’s BoD members and senior managers; and (b) the staff member performs the profes - sional activity within a material business
unit and the activity is of a kind that has a significant impact on the relevant busi - ness unit’s risk profile. In addition, credit institutions should conduct a self-assessment each year, in order to identify all staff whose professional activities have or may have a material impact on the credit institution’s risk profile. The requirements under Law 4261 are sup - plemented by Greek Law 4548/2018 on socié - tés anonymes , the newly introduced BoG Act 231/1/15.07.2024 transposing in Greece EBA Guidelines on sound remuneration policies which repeals Annex 9 of the BoG Governor’s Act 2577/2006, as amended. Credit institutions must adopt remuneration policies and practices that promote sound and effective risk management and do not encourage risk taking that exceeds the level of tolerated risk of the institution. More specifically, credit insti - tutions must adopt remuneration policies for all staff as part of their internal governance arrange - ments and remuneration policies for identified staff (ie, staff whose professional activities have a material impact on the credit institution’s risk profile). In particular, for identified staff, the align - ment of remuneration incentives with the credit institution’s risk profile is crucial. Credit institu - tions should operate a gender-neutral remunera - tion policy. The remuneration policy should specify all com - ponents of remuneration and also include the pension policy, covering, where relevant, the framework for early retirement, as well as the ratio between fixed and variable pay. In addi - tion, credit institutions should consider which requirements of the remuneration policy on vari - able remuneration for identified staff should be
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