Corporate Governance

Board of Directors

Spyros Zavitsanos,

Chair of the Board of Directors, Non-Executive Member
Member of the Nomination and Remuneration Committee and Member of the Audit Committee 

Mr. Zavitsanos has many years’ experience in the media and advertising sector. He holds a degree in Electrical Engineering from the National Technical University of Athens and a Master’s degree in Electrical and Computer Engineering from the University of New Hampshire. From 1985 to 1988, he worked at the Hellenic Management Association, setting up and running the Centre for Postgraduate Studies in Business Administration. He served as a special advisor to the Hellenic Ministry of the National Economy. In 1992, he started at AGB as a general manager; in 2003, he took over as the company’s CEO. In 2008, when AGB was acquired by Nielsen, he took over as CEO of Nielsen Greece. In 2019, he served as Chair of its Board of Directors, also serving as CEO of Nielsen Cyprus from 2014. In addition, he was Chair of the Board and CEO of the software house “Organotiki SA”. He has also served as President of the Association of Greek Market and Opinion Research Companies. 

Evangelia Koutsaftaki,

Vice-Chair of the Board of Directors
Non-Executive Member 

Ms Koutsaftaki is a graduate of the Athens University of Economics and Business and specializes in accounting and financial management. Currently, she is Managing Director of the Football Public Limited Company OLYMPIACOS FC. She served as CEO of the SKAI Group for seven years, during which time she developed all the Group’s activities, and has extensive knowledge and experience in the sector in question over the last twenty years. Previously, she served as CFO of the SKY Group, in which position she contributed to the establishment and initial operation of the Company. Before joining the media sector, she worked for nine years in the maritime sector, rising to the position of Chief Financial Officer. 

Ioannis Vrentzos,

Executive Member of the Board of Directors, Managing Director 

Mr Vrentzos holds a degree in Economics and a Master’s degree (MBA) from the University of Piraeus, has extensive experience in the financial and investment sector, and has been serving as the CEO of the Company since June 2022, in which position he manages the full range of its activities. Prior to his active involvement in the Company, he held the position of Managing Director of a football public limited company (OLYMPIACOS FC) and the same position at a football club abroad (Nottingham Forest FC). He was also employed for 15 years in the Principal Shareholder’s non-maritime activities, having been actively involved in a number of the Group’s investments in the media, football, energy and real estate sectors. Previously, he also served as Director at EFG Eurobank Telesis. 

Charalambos Pampoukis,

Senior Independent Board Member and Chair of the Nomination and Remuneration Committee

Mr. Pampoukis has had a long academic and professional career in the Law. He holds a degree in Law (Paris I – Pantheon – Sorbonne) and was awarded an honorary doctorate from the same university in 1990 (Docteur d’Etat en droit). In 1991, he was unanimously elected to the post of Lecturer at the Law School of the University of Athens, and since October 2009 he has been a Professor of Private International Law and International Transactions Law at the Athens Law School. He is a lawyer before the Supreme Court and has exercised academic oversight over the Athens Bar Association committee charged with modernizing the legal profession. In addition, he has appeared as a lawyer before both the European Court of Human Rights (Strasbourg) and the Court of Justice of the European Union (Luxembourg), and has served as an arbitrator in several institutional arbitrations (ICC, LCIA). Today, he is a partner in PMN-Pampoukis–Maravelis-Nikolaidis & Associates, a law firm specializing in international transactions. He represents the Hellenic Republic on the Hague Conference on Private International Law (UNCITRAL). In addition, he has served as Special Advisor to the Deputy Minister for Foreign Affairs (1996-1997) and later as Secretary General for Administration and Organization of the Hellenic Ministry of Foreign Affairs (1999-2000). In October 2009, he was sworn in as Minister of State; in June 2011, he became Deputy Minister of Shipping. 

Eugenia Papathanasopoulou,

Independent Board Member, Chair of the Audit Committee and Member of the Nomination and Remuneration Committee

Ms Papathanasopoulou is a lawyer with many years’ experience in various areas of the legal and business sectors. She holds an LL.M. from Essex University in the UK. She has served as Legal Counsel as well as Company Secretary, Secretary and Member of the Board of Directors in companies including the Greek Public Power Corporation SA, the Athens 2004 Olympic Games Organizing Committee, the Athens Stock Exchange SA, the Press Institute SA, OPAP SA and OPAP Services SA, and Quest Holdings SA. Since September 2012, she has served as the legal advisor and secretary of the Board of Directors of Athens International Airport SA (AIA), in which position she has negotiated extensively with ministries, local authorities and the wider public sector, as well as being involved in arbitrations, representing the AIA before the London Court of International Arbitration (LCIA) under LCIA rules. She has served as a member of the Board of Directors of the Greek National Opera. She is a member of the Board of Directors of the Athens Airport Fuel Pipeline Company SA, and Treasurer of the Board of Directors of the “Transparency International-Greece” organization, to which she provides her legal services pro bono. She is an accredited Mediator of the Centre for Effective Dispute Resolution (CEDR) of London and the Hellenic Ministry of Justice, Transparency and Human Rights, and is as a member of the Board of Directors of the Hellenic Mediation Society. 

Georgios Dimas,

Non-Executive Board Member 

Mr. Dimas has many years’ experience in the print and electronic media sector. In the context of his business and professional activity since the onset of private broadcasting in Greece, he was involved in founding, setting up, and supporting a number of radio and television stations through companies in which he has participated. He has also been inter alia a shareholder and Executive Director of the company which publishes the sports newspaper Sportday (SPORTDAY SA), and the Sportfm radio station (“ORGANIZATION OF MASS COMMUNICATION MEDIA SA”), the publisher of the monthly sports magazine ACTIVE, and a Board Member of and strategic development consultant for Eleftheria tou Tipou, a daily newspaper. Since 2021, he has also been a Board member of the Athens Daily Newspaper Publishers’ Association (ADEA), whose Vice-Chair he has been since 2022. As a member of the Company’s Board of Directors since 2017, he has made a substantial contribution to the Company’s development.  

George Saliaris-Fasseas,

Executive Board Member 

Mr Saliaris-Fasseas holds a BSc in Management Science from Warwick University and an MSc in Information Systems from the London School of Economics. He has significant experience in advertising, marketing, technology and investing in tech start-ups. He has been a partner and senior executive of advertising agencies (OgilvyOne, Bold Ogilvy & Mather), and president for Southwest Europe (Austria, Greece, Switzerland, Portugal and Turkey) at IPG Media Brands, part of the Interpublic Group (NYSE: IPG). He has also served as Country Manager at Google Greece and an Operating Partner at Big Pi Ventures, an investment holding company that invests in technology start-ups in Greece. As of March 2024, Mr. Saliaris-Fasseas has been the Company’s General Manager for Strategy, Technology and Development. 

The Audit Committee, within the framework of its responsibilities as these are defined by the legislative and regulatory framework that is currently in force and by its own Operating Regulations, assists the Board of Directors in inter alia: a) safeguarding the integrity of the financial reporting process through the timely preparation of reliable financial statements in accordance with the applicable international financial reporting standards; b) ensuring the independence, objectivity and effectiveness of all internal and external audits conducted; c) ensuring and supervising the Company’s conformity with the legal and regulatory framework governing its operation; and d) ensuring and supervising the development and implementation of a suitable and effective Internal Audit System. 

The Audit Committee is an independent committee in accordance with Article 44 par. 1 (a) (aa) of Law 4449/2007 and consists of two members of the Board of Directors and a third person who is not a member of the Board of Directors and meets the independence requirements stipulated in Article 9 of Law 4706/2020.  

The members of the Audit Committee are as follows: 

Eugenia Papathanasopoulou- Chair
(independent Board member)  

Spyros Zavitsanos – Member
(Chair, Non-Executive Board member)  

Theodoros Deligiannis – Member
(third person, independent Committee member)   

Mr. Deligiannis graduated from the University of Piraeus (Department of Maritime Studies) in 1999. Following the completion of his studies, he began working as a trainee certified public accountant. He holds a professional certification as a Certified Public Accountant (CPA) issued by the Institute of Certified Public Accountants of Greece (Postgraduate Professional Training Certificate for Auditors METKEL IESOEL), having acquired the title of CPA in 2010. Throughout his professional career, he has worked for auditing firms such as Deloitte and RSM Greece. For the past 10 years, he has been a Partner and a member of the Board of Directors at the auditing firm ORION Certified Public Accountants S.A. He has served as project team leader for multinational groups, companies listed on the Athens Stock Exchange, and other large Greek corporations. His experience spans various sectors, having collaborated with companies from diverse industries, including industrial, maritime, commercial, construction, and services sectors. Mr. Deligiannis is also involved in special financial and tax audits, M&A, and Business Process Reengineering. He has significant expertise in financial statements presentation in accordance with IFRS. Additionally, he has attended numerous seminars in scientific fields such as International Auditing Standards, International Financial Reporting Standards (IFRS), Greek Accounting Standards, Tax Matters, Business Process Reengineering, and more.

The Remuneration and Nomination Committee assists the Board of Directors in the exercise of its responsibilities with regard to remuneration and nominations, in accordance with the applicable legal and regulatory framework.  

Specifically, in regard to remuneration matters, the Committee inter alia: a) formulates and tables proposals relating to the Company’s Remuneration Policy and to the remuneration of persons who fall within its scope as well as of its executive officers; b) oversees the implementation of the Remuneration Policy, periodically evaluating its content and recommending adjustments to the Board of Directors when such amendments are required to ensure the Policy’s compliance with the Company’s strategy; c) assists in the preparation of the annual remuneration report, reviewing the information contained therein and proffering its opinion to the Board of Directors; d) audits and ascertains the degree to which the preconditions for the payment of variable remunerations have been fulfilled, along with participation in schemes granting shares or options to persons entitled to remuneration in this form in accordance with the Remuneration Policy, recommending to the Board of Directors that such payments be made. 

In matters relating to nominations, the Committee shall inter alia: a) present the Suitability Policy for members of the Board of Directors to the Board for approval, along with any amendments thereto when these are deemed appropriate; b) identify, evaluate and propose potential Board members to the Board of Directors in accordance with the criteria laid out in the Suitability Policy; c) evaluate periodically, and at least yearly, the structure, size, composition and performance–both collectively and individually–of the Board of Directors in accordance with the criteria set out in the Suitability Policy, making recommendations to the Board of Directors for improvement, where required; d) evaluate on a regular basis the independence of the independent non-executive members of the Board of Directors and any third persons sitting on the Audit Committee, in accordance with the criteria set out in Article 9 of Law 4706/2020; and e) submit related recommendations for changes to the Board of Directors, where required. 

The Company’s Remuneration and Nomination Committee is a single committee of the Board of Directors in accordance with Article 10 par. 2 of Law 4706/2020 and consists of three non-executive members of the Board of Directors, two of whom are independent.  

The members of the Committee are as follows: 

Charalambos Pampoukis – Chair
(senior independent Board member) 

Spyros Zavitsanos – Member
(Chair, non-executive Board member) 

Eugenia Papathanasopoulou
Member (independent Board member) 

Internal Audit is an independent and impartial auditing and advisory activity adding value to the Company, its Board of Directors, and its shareholders, while also improving its operations. It is conducted by the Internal Audit Committee which supports the Company in achieving its objectives by adopting a systematic approach to evaluate the effectiveness of its Internal Control processes of risk monitoring and management, internal regulations, and the implementation of Corporate Governance rules across the Company’s activities.

The Unit complies with the International Standards for the Professional Practice of Internal Auditing and the Code of Conduct of the International Institute of Internal Auditors. It operates under a detailed Operating Regulation, which was approved by the Company’s Board of Directors decision dated October 24, 2024.

The Internal Audit Committee constitutes an independent organizational unit of the Company. Its President reports functionally to the Audit Committee and administratively to the Chief Executive Officer. The specific responsibilities of the Unit are outlined in its Operating Regulation.

The Company has established a structured process for Risk Management, supported by the Risk Management Committee. Its purpose is to develop a modern operational framework at all organizational levels to identify, assess, and manage the risks faced by the Company, as well as to ensure that the risks undertaken by the Company’s units and departments align with the risk appetite level and tolerance limits set and defined by Management.

The Board of Directors ensures the adequate and effective operation of the Internal Control System, which, among other things, aims to identify and manage the significant risks associated with the Company’s business activities and operations. The Risk Audit Committee assists the Board of Directors by overseeing the Company’s overall risk appetite and strategy, taking into account the financial environment and other data and factors related to the Company’s areas of activity.

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