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A Board member establishing a company or his/her ownership includes a
controlling percentage of shares or stakes in a company which engages in
business activities that are similar to that of Savola or its group;
Accepting membership in the Board of a company that competes with Savola or
its group; and
The Board member acts either in an obvious or secretive manner towards a
commercial agent for the benefit of another company that competes with Savola
or its group.
7)
Conflicts of Interest Associated with Savola’s Executive Management and
Employees
The Board shall be notified of any external activities performed by an Executive
Management team; the Board shall approve such activities and the disclosure shall be
made as per regulations. Any Senior Executive/employee who wishes to do so, shall
present the matter to the CEO to study the matter, evaluate it and provide
recommendation to be submitted to the Board for a decision.
8)
Conflicts of Interest Associated with External and Internal Auditors and
Consultants
Savola’s external auditors shall be independent.
The internal auditors' independency shall be preserved and shall have enough
support to carry out their internal audit role and shall report functionally to the
Audit Committee and administratively to the Company's management.
When appointing any legal or financial advisor or external auditors, the cases of
conflicts of interest shall be taken into consideration as per the applicable laws
and regulations.
9)
Conflicts of Interest Associated with other Stakeholders
All transactions and contracts undergone with suppliers and the other clients of the
Company or its OpCos or subsidiaries shall be subject to the same conditions applied to
third parties in terms of evaluation, equitable execution, disclosure and required
reporting.
10)
Other Miscellaneous Provisions
In addition to the above, Savola Group shall consider and deal with the following cases of
conflicts of interest for the members of the Board, the Committees and employees, as per
the following
:
Members of the Board, the Committees and employees shall not be allowed to misuse
or benefit from the Company's assets, resources, information or investment
opportunities presented to the Company or them for any personal interest, for their
own benefit, or for other purposes that do not fall within the scope of Savola’s activity.
This includes investment opportunities which are within the activities of the
Company, or which the Company wishes to make use of. Such prohibition shall extend
to Board members who resign to use investment opportunities, directly or indirectly,
that the Company wishes to use, which may have come to their knowledge during
their membership in the Board.
Members of the Board shall be prohibited from voting on a decision taken by the Board
or the GA with respect to transactions and contracts that are executed for the
Company’s account, if he/she has a direct or indirect interest therein.