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Preferably the corporate activity report should contain information
on subjects relevant for the independent decision making mechanisms
of the company, such as reciprocal shareholdings, important lawsuits
brought against the company and the activities of BoD members out-
side the scope of the company.
Protection of Stakeholders
In the Communiqué, the stakeholders are defined as institutions
and special interest groups having a relationship with the company,
such as employees, creditors, clients, suppliers, unions and several
non-governmental organizations.
In case of violation of rights of the stakeholders, the principle of
efficient and rapid compensation and the principle of taking measures
in order to facilitate notification of the violating transactions to the
BoD committees shall be followed.
Furthermore, models shall be developed in order to encourage the
participation of stakeholders in the company’s administration without
prejudice to the company’s activities and conduct.
Board of Directors
The activities of the BoD shall be conducted in a transparent,
accountable, fair and responsible manner. The Board of Directors shall
consist of at least five members. The majority shall be non-executive
members. At least one-third, and in any case two members, of the
Board of Directors shall be non-executive members.
The criteria for non-executive members are provided in detail in
Art. 4.3.7, and require that the relevant person shall not have any mate-
rial or personal connections to the company, and shall have the neces-
sary professional abilities to perform said duty.
In the articles of association, the authorities of the president of the
BoD and chief executive officer/general director shall be distinguished
and be specified in the articles of association. Where it is decided that
the same person shall perform these duties, it shall be disclosed in the
KAP with relevant justifications.
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