Annual Financial Report as of 31.12.2022
Page 3 of 268
Amounts in thousand Euro, unless stated otherwise
TECHNICAL FABRICS SECTOR
GREECE SCOTLAND
IRLAND NORWAY AND SWEDEN USA
The technical fabrics segment concerns the production and trading of synthetic fabrics
for industrial and technical uses, has an international orientation and operates through
7 companies of the Group. (Thrace Nonwovens & Geosynthetics SA, Thrace Eurobent SA,
Don & Low Ltd, Thrace Synthetic Packaging Ltd, Lumite Inc, Thrace Polybulk AB, Thrace
Polybulk AS).
PRODUCT CATEGORIES:
• Geosynthetic products (woven, non-
woven) with application in large
road construction, drainage, erosion
control projects, etc.
• Membranes, nets with application in
constructions
• Fabrics, nets, films, ropes with ap-
plication in agriculture / horticulture
/ aquaculture
• Products with application in land-
scape / gardening
• Fabrics with application in sports /
leisure products
• Hygiene / medical products
• Filter fabrics
• Fabrics with application in furniture
/ bedding
• Fabrics with application in the auto-
motive industry
• Fabrics for industrial packaging
• Advanced fabrics
• Fabrics for floor covering
• Industrial fabrics
• Straps / ropes
• Yarns / fibers for industrial use
Page 4 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
PACKAGING SECTOR
The packaging segment concerns the production and trading of packaging for food and
industrial products, it is mainly European oriented and operates through 8 companies of
the Group (Thrace Polyfilms SA, Thrace Pack SA, Thrace Synthetic Packaging Ltd, Thrace
Ipoma SA, Thrace Greiner Packaging SRL, Thrace Polybulk AB, Thrace Polybulk AS, Thrace
Plastics Packaging DOO).
PRODUCT CATEGORIES:
• FIBC/ filling solutions
• Bags/ FFS Films (Form, Fill, Seal)
• Packaging film / Pallet covering
• Container liners / Cargo protection
• Packaging fabrics
• Buckets / pails / containers
• cups/ thermoforming glasses
• Plastic crates
• Bag in box
• Garbage bags
• Ropes / twines
BULGARIA
GREECE AND SERBIA GREECE
IRLAND
ROUMANIA
NORWAY AND SWEDEN
Annual Financial Report as of 31.12.2022
Page 5 of 268
Amounts in thousand Euro, unless stated otherwise
AGRICULTURE SECTOR WITH GEOTHERMAL HYDROPONIC GREENHOUSES
Operating since 2013, with respect towards the environment and the end customer,
growing pure and delicious hydroponic vegetables on 185 acres in Xanthi, using geo-
thermal energy and photovoltaics, with controlled up to zero applications of plant pro-
tection products. The total arable area of Thermokipia Thrace S.A. it now amounts to 196
acres plot of land, including the Attica Greenhouses. Thrace Greenhouses’ vision is “the
systematic and organized business activity in the primary agricultural sector with a tar-
get of an optimum production with the minimum environmental footprint”.
PRODUCT CATEGORIES:
• Tomato beef
• Cluster tomato
• Mini tomatoes
• Cucumber
• Cucumber of Knossos
• Eggplant
Page 6 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
The Group
Activity in
Technical fabrics
Packaging solutions
Hydroponic agriculture
sectors
Operating in
countries
with production,
commercial and
distribution companies
Processing
of PP/PE per year
replacement of virgin
raw material with post
consuming recycled by
2025
8,500 MT
Pledge to the EU
Employs
personnel
including joint
ventures
Sales network in
countries
around the world
28 dierent
technologies
Capacity for
in production
Covering
25 market
segments
with products and
solutions
products
Producing
14 companies
The Group consists of
worldwide (that have an
active trading or
production activity)
material originate from
both the production
process residues and
from external sources
13,407 MT
recycled
Use of
Supports the principles
of the circular
economy with
120 product
groups
more than
110
ΜΤ
100%
recyclable
3
9
2
,
069
80
€
Group Net sales of
394,4 ml.
Annual Financial Report as of 31.12.2022
Page 7 of 268
Amounts in thousand Euro, unless stated otherwise
Mission
Vision
Το be the most valuable partner for our customers and suppliers and to
consistently increase shareholders’ value while ensuring a prosperous future for
all the people working in THRACE GROUP.
Flexibility
Our Values
Responsiveness
Integrity Innovation
Collaboration Leadership Effectiveness
• Adhering closely to our Group core
values: integrity, focus on results, in-
novation, flexibility, responsiveness,
cooperation, leadership.
• Investing in our people, by encourag-
ing lifelong learning, individuality,
personal initiatives and self-achieve-
ment.
• Creating new business standards
through innovation and smart think-
ing, aiding our customers’ leadership
in their markets.
• Providing not just products but com-
plete & innovative solutions, tailor-
made upon our customers’ specific
requirements and needs.
• Acting local – being global, serving
thousands of companies worldwide
through strategic geographic disper-
sion.
• Pursuing profitability through organic
growth and strategic acquisitions.
• Achieving competitive prices through
economies of scale, vertical integra-
tion and internal synergies.
• Combining diverse high-end technol-
ogies with a long know-how and an
extensive experience in the markets
we operate.
• Respecting our global environment
and the societies where we work and
live.
• Adapting to the ever-changing
market environment and promptly
adjusting our practices to successfully
meet the global trends that will shape
the future of business, economy and
society.
Values
Page 8 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
History
2002
Acquisition of Thrace
Greiner Packaging SRL (50%
JV, Romania) and operation of
production line for rigid packag-
ing through injection technology
2004
Acquisition of Thrace
Ipoma (Bulgaria) and operation
of production line for rigid pack-
aging through injection technol-
ogy.
2005
Establishment of Thrace
Plastics Packaging DΟΟ (Serbia)
as a packaging solutions trading
company.
2006
Acquisition of Lumite Inc
(50% JV, USA) and operation of
production line for woven techni-
cal fabrics.
2007
Acquisition of Thrace Linq
Inc (USA).
2008
Operation of production
lines for spunbond and needle-
punched non-woven fabrics in
Xanthi.
2009
Operation of production
line for needle-punched non-
woven fabrics in USA.
2010
Establishment of Thrace
Nonwovens & Geosynthetics
SA (Xanthi, Greece) undertak-
ing the activities of the company
Thrace Plastics SA, and establish-
ment of Thrace Polyfilms SA
1977
Mr. Stavros Chalioris estab-
lishes Thrace Plastics Co S.A. in
Xanthi, Greece.
1980
Operation of production
lines for woven bags, ropes &
twines in Xanthi.
1986
Operation of production line
for technical fabrics in Xanthi.
1992
Operation of production line
for industrial and carpet Yarns in
Xanthi.
1995
Listing in the Athens Stock
Exchange.
1997
Establishment of Thrace
Pack SA (Ioannina, Greece) and
operation of production lines for
rigid packaging through injection
technology and thermoforming, as
well as establishment of currently
operating as Thrace Polyfilms SA
(Xanthi, Greece) and operation of a
flexible packaging production line.
1999
Acquisition of Don & Low
Ltd (Scotland) and operation of
production line for woven and non-
woven technical fabrics.
2000
Acquisition of Thrace Syn-
thetic Packaging Ltd (Ireland).
2001
Acquisition of Thrace Poly-
bulk AB & AS (Norway and Swe-
den) and operation of production
line for of flexible FIBC.
Annual Financial Report as of 31.12.2022
Page 9 of 268
Amounts in thousand Euro, unless stated otherwise
2018
Operation of new produc-
tion line for Needle-punched
Nonwoven fabrics in USA, while
the expansion in Thrace Green-
houses is completed by 45 acres
in Xanthi, reaching in total the 185
acres.
2019
Internal restructuring of
the Group’s activities placing
emphasis on the development of
new innovative and sustainable
products and limiting activities
in low-profit margin markets and
products.
2020
Operation of new produc-
tion lines for Needle-punched
Non-woven fabrics, meltblown
fabrics and surgical masks in
Greece, Scotland and Ireland
and cessation of Thrace Linq Inc
operation (USA).
2021
Operation of net metering
photovoltaic systems.
2022
Operation of new recy-
cling line and operation of a new
fiber production line to meet the
needs of needle-punched nonwo-
ven lines.
(Xanthi, Greece) and operation of
production line for flexible pack-
aging.
2013
Establishment of the compa-
ny Thrace Greenhouse SA (50%
JV, Xanthi, Greece) with operating
activity of hydroponic cultivation
with the utilization of geothermal
energy.
2014
Establishment of Thrace
Eurobent SA (50% JV, Xanthi,
Greece) and operation of produc-
tion line for sealing products with
the utilization of geosynthetic clay
liner.
2016
Operation of two new
production lines for spunbond and
needle-punched non-woven fab-
rics in Xanthi and a new produc-
tion line thermoforming technol-
ogy in Bulgaria.
2017
Internal restructuring of the
Group, with the company Thrace
Plastics SA to operate as Thrace
Plastics Holdings SA and opera-
tion of new production lines for
woven technical fabrics and rigid
packaging through injection tech-
nology (Ireland).
Page 10 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Domestic and international presence
The Group consists of the following companies that have an active trading or produc-
tion activity:
Companies Headquarters
Thrace Plastics Company SA Xanthi, Greece
Thrace Nonwovens & Geosynthetics SA Xanthi, Greece
Thrace Polyfilms SA Xanthi, Greece
Thrace Eurobent SA Xanthi, Greece
Thrace Pack SA Ioannina/Xanthi, Greece
Thrace Greenhouses SA Xanthi, Greece
Don & Low Ltd Forfar, Scotland
Thrace Synthetic Packaging Ltd Clara, Ireland
Thrace Ipoma SA Sofia, Bulgaria
Thrace Greiner Packaging SRL Sibiu, Romania
Lumite Inc Georgia, USA
Thrace Polybulk AB Köping, Sweden
Thrace Polybulk AS Brevik, Norway
Thrace Plastics Packaging DOO Nova Pazova, Serbia
The companies Thrace Eurobent SA, Thra-
ce Greenhouses SA, Thrace Greiner Pack-
aging SRL and Lumite Inc constitute Joint
Ventures of the Group. However their ag-
gregate data regarding the non-financial
key performance indicators are included,
as the same principles and values of Sus-
tainable Development as in the Group are
applied.
Page 14 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Information regarding the preparation
of the Annual Financial Report
for the period from January 1
st
to December 31
st
2022
The present Report was approved unanimously by the Board of Directors of “THRACE
PLASTICS CO The present Financial Report, which refers to the period from 1.1.2021 to
31.12.2021, was prepared in accordance with the provisions of article 4 of L.3556/2007
(Gov. Gaz. 91Α’/30-04-2017), of Law 4548/2018 and the relevant decisions issued by the
Board of Directors of the Hellenic Capital Market Commission under Reg. No. 8/754/14-4-
2016 and 1/434/03-07-2007 as well as with the protocol no. 62784/06-06-2017 Circular of
the Division of Enterprises and GEMI of the Ministry of Finance, Development and Tour-
ism. The present Report was approved unanimously by the Board of Directors of “THRA-
CE PLASTICS CO S.A.” (“Company”) on April 24
th
, 2023, has been posted on the Company’s
website www.thracegroup.gr where such will remain available to investors for a period of
at least (10) ten years from the publication date and includes:
CONTENTS
Ι. Statements by Representatives of the Board of Directors 15
ΙΙ. Report by the Board of Directors 16
ΙΙΙ.
Audit Report by Independent Certified Auditor
163
267
IV. Annual Financial Statements for the Period 1.1.2022 – 31.12.2022
V. Online availability on the Internet
171
Annual Financial Report as of 31.12.2022
Page 15 of 268
Amounts in thousand Euro, unless stated otherwise
THE UNDERSIGNED:
I. STATEMENTS BY REPRESENTATIVES OF THE
BOARD OF DIRECTORS
(according to article 4 par. 2 of L 3556/2007)
The Chairman of
the Board of Directors
The Chief Executive Officer &
Executive Member of
the Board of Directors
The Non-Executive Member of
the Board of Directors
Konstantinos St. Chalioris Dimitris P. Malamos Vasileios S. Zairopoulos
We, the representatives of the Board of Directors, hereby state and confirm that to our
knowledge:
(a) The Annual Financial Statements (Parent and Consolidated) of the Company, which
concern the period from January 1
st
2022 to December 31
st
2022, were prepared in ac-
cordance with the accounting standards in effect, accurately present the Assets and Li-
abilities, Equity and Financial Results of the Company, as well as those of the companies
included in the consolidation and considered aggregately as a whole, and
(b) The Annual Report by the Company’s Board of Directors accurately presents the sig-
nificant events of the year 2022 and their effect on the annual financial statements, the
significant transactions between the Company and its related parties, the developments,
performance and position of the Company, as well as of the companies included in the
consolidation and considered aggregately as a whole, including the description of basic
risks and uncertainties they are facing.
Xanthi, 24 April 2023
Page 16 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
II. ANNUAL REPORT BY THE BOARD OF
DIRECTORS OF THRACE PLASTICS CO S.A.
ON THE FINANCIAL STATEMENTS OF THE
YEAR FROM 1-1-2022 TO 31-12-2022
INTRODUCTION
The present Annual Report by the Board
of Directors (hereinafter called as “Re-
port”) refers to the fiscal year 2022
(01.01.2022 – 31.12.2022). The Report
was prepared in accordance with the rel-
evant provisions of Law 4548/2018 (GOV.
GAZ. 104Α΄/13.06.2018) as it is currently in
force and of Law 3556/2007 as it is in ef-
fect following its amendment from Law
4374/2016 and the relevant executive de-
cisions issued by the Board of Directors of
the Hellenic Capital Market Commission,
and especially the decisions with num-
ber 1/434/3.7.2007 and 8/754/14.4.2016,
as the latter is valid after its amendment
by the decision with number 12A / 889 /
31.08.2020 of the Board of Directors of Hel-
lenic Capital Market Commission.
The Report includes the total required by
law information (financial and non-finan-
cial information) with a concise as well as
comprehensive, objective and adequate
manner and with the principle of provid-
ing the complete and substantial informa-
tion with regards to the issues included in
such.
Given the fact that the Company pre-
pares consolidated and non-consolidated
(stand-alone) financial statements, the
present Report constitutes a single report
referring mainly to the consolidated fi-
nancial data of the Company and its sub-
sidiaries or affiliates. Any reference to non-
consolidated financial data takes place in
certain areas which have been deemed as
necessary by the Board of Directors of the
Company for the better understanding of
the contents of the report and towards
providing investors with the most com-
plete information.
It is noted that the present Report includes,
along with the 2022 financial statements,
the required by law data and statements
in the Annual Financial Report, which con-
cern the financial year ended on 31 De-
cember 2022.
The sections of the present Report and the
contents of such are in particularly as fol-
lows:
Annual Financial Report as of 31.12.2022
Page 17 of 268
Amounts in thousand Euro, unless stated otherwise
SECTION 1: Significant events that took place during the financial year 2022
Below, the most significant events that took place during the fiscal year 2022 are pre-
sented:
Macroeconomic environment, COVID-19 impact and
Russia-Ukraine war
2022 has been the first year in the post-
pandemic era, which however was affect-
ed by a series of macroeconomic and geo-
political factors. The year at its beginning
was marked by the war between Ukraine
and Russia, a crucial event which in addi-
tion to the huge humanitarian issue it cre-
ated, it was a determining factor for the
course of the broader European economy
within the year. Furthermore, the post-
pandemic era has been characterized by
strong inflationary pressures, which have
significantly affected the purchasing pow-
er of households.
The above factors formed new conditions
in the market, clearly more difficult ones
than initially expected, such as the fol-
lowing: (a) lower demand for goods and
services, especially in the second half of
the year, (b) high uncertainty, both for the
level of demand and for energy sufficien-
cy, (c) continuation of the already strong
inflationary pressures, (d) interest rate
hikes and consequent increase in financ-
ing costs for businesses and households.
The above shaped an extremely difficult
economic environment along with condi-
tions of uncertainty regarding the course
of economies and purchasing power inter-
nationally.
I. Group’s Performance in the
Financial Year 2022
In this highly difficult environment as de-
scribed above and despite the unfavorable
conditions that emerged, the Group man-
aged to enter the post-pandemic era by
posting enhanced profitability which was
almost double the pre-pandemic levels.
In particular, in terms of demand, the first
half of the year evolved at satisfactory lev-
els and the Group managed to successfully
handle the increased costs and maintain
profitability at quite high levels. Neverthe-
less, the fourth quarter of 2022 proved to
be particularly difficult, perhaps one of
the most difficult ones that the industrial
sector has encountered in recent years, as
the combination of the parameters ana-
lyzed above brought a large slowdown in
demand over the last months of the year.
Therefore, the following were observed in
the fourth quarter of 2022:
• Reduced demand for products in the
construction sector.
• Low demand for products related to
the infrastructure sector and to the
large-scale construction projects.
• Decreased demand for most of the
products of the agricultural sector.
• Steady demand for products related
to the packaging sector.
• Almost zero demand for products re-
lated to COVID-19.
• Reduction in the cost of raw materials.
• Strong pressures for decreases on
sales prices, in all product categories.
Page 18 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
• Reduction of customer inventories
due to the drop in raw materials prices
and in view of the great uncertainty
over the course of the European econ-
omy.
• Significantly increased energy costs in
all countries of operation with signifi-
cant fluctuations on a monthly basis.
• Steadily rising transport costs, with
only some de-escalation on specific
routes.
• Significantly increased cost of raw ma-
terials and packaging materials.
• Gradually increase of interest rates
From a financial perspective, the Group,
in terms of volumes and as a result of the
reduced demand in the fourth quarter of
the year, posted a relatively small drop by
5.5% compared to 2021. The turnover from
continuing operations, as it was expected
following the significantly lower demand
for products related to COVID-19 pandem-
ic but also due to the declining sale prices
as a result of lower raw material prices in
the second half of the year, posted a lim-
ited decrease of 7.9% compared to 2021.
In more specific terms, and despite the
especially negative conditions and their
impact on the level of demand across the
globe, sales amounted to €394.4 million
compared to €428.4 million in the previous
year. Earnings before Taxes (EBT) from con-
tinuing operations amounted to €32.1 mil-
lion (compared to €83.9 in 2021), of which
€22.2 million related to the traditional
product portfolio (compared to € 32.1 in
2021), €5.3 million derived from sales of
personal protection products (compared
to earnings of €51.8 million in 2021), while
there was a non-recurring financial in-
come of €4.6 million (see note 3.9).
Earnings before Taxes from the traditional
product portfolio, as expected, dropped
by 30.8%, compared to the corresponding
level of the previous year. However, given
the special conditions that prevailed in
2021 due to the outbreak of the pandemic,
but also due to the also special conditions
prevailing in 2022, due to the ongoing war
conflict and the escalating inflationary
pressures, it is extremely difficult to make
a direct comparison between the two pe-
riods.
On the other hand, compared to the pre-
pandemic levels, i.e. the year 2019, which
is more appropriate for direct comparison,
the Earnings before Taxes from the tradi-
tional product portfolio in 2022 posted an
increase of 166% (€22.2 million compared
to €8.3 million in 2019). The above devel-
opment demonstrates the significantly in-
creased profitability of the Group, despite
the especially unfavorable conditions that
prevailed in the global market during 2022
and the substantially higher costs of raw
materials, energy and transportation.
Therefore, it is now clear that despite the
particularly difficult conditions prevail-
ing in the global economy, the Group is
in strong position to achieve stable,
sustainable and significantly higher
recurring profitability compared to
pre-pandemic levels. Furthermore, this
achievement was realized in very different
and especially negative conditions com-
pared to the previous years, demonstrat-
ing the Group’s ability to adapt to the new
conditions emerging each time, by dem-
onstrating both flexibility and resilience.
In this context, the Group through the in-
vestment and restructuring plan that took
place over the previous years, has man-
aged to set new performance standards
in terms of financial results, even in a con-
stantly difficult economic environment,
creating new prospects for the future.
Annual Financial Report as of 31.12.2022
Page 19 of 268
Amounts in thousand Euro, unless stated otherwise
These prospects can be further enhanced
by the time the energy and inflationary cri-
sis de-escalates.
Regarding the liquidity levels of the Group
and the trading cycle of the subsidiaries,
there was no negative effect due to the
difficult conditions observed during the
period under consideration. At the same
time, the implementation of the Group’s
planned as well as extraordinary invest-
ments progressed smoothly. Investments
reached €40 million in 2022 approximately,
on a cash basis, consisting of investments
mainly in the Group’s facilities in Greece,
but also in the other countries of opera-
tion, and being financed to a significant
extent with own funds.
It is noted that the FY2022 investments
have been part of the Group’s extensive
investment plan spanning the 3-year
period 2022-2022 and amounting to ap-
proximately €100 million. The plan aims
to achieve volume increases, cost reduc-
tion and stronger competitiveness, while
improving the product mix, enhancing
the recycling process and ensuring sus-
tainable development. On the other hand,
during the last months of the year, as ex-
pected, there was an improvement at the
level of working capital. As a result of the
above, the Group’s Net Debt at the end of
2022 amounted to €21.5 million, posting
a drop by approximately €4.2 million, as
compared to the Net Debt of the 9months
2022 period.
II. Measures taken to reduce the
impact of the pandemic
The Group’s Management continues to
closely monitor the developments related
to the pandemic crisis, despite the signifi-
cantly improving conditions, and to adjust
its plans based on the revised health pro-
tocols as required by the various pertinent
authorities in each country.
III. Prospects of the Group
Regarding the prospects for the year 2023,
the Management closely monitors the
macroeconomic developments, on a glob-
al level, which are still characterized by
inflationary trends thus affecting all cost
items that constitute the industrial sector’s
cost base. On the other hand, there is also
evidence of some de-escalation in the pric-
es of primary and secondary materials and
of transportation costs. At the same time,
demand remains at relatively low levels,
having however recovered from the levels
experienced in the last months of 2022.
For the first quarter of 2023, the Group’s
Management monitors and adapts to the
changes taking place at the macroeco-
nomic level, making an effort to achieve
the best possible financial performance,
while simultaneously managing the inher-
ent business risks. However, the economic
environment remains difficult due to the
low demand, persistent inflation levels,
high energy costs and also high financing
costs.
However, for the first quarter of the year
2023, the Group’s Management antici-
pates that a significant profitability will be
achieved, which demonstrates the Group’s
ability, despite the intense and difficult
market environment, to remain focused on
its ultimate goals. Therefore, profitability
in terms of EBITDA (Earnings before Inter-
est, Taxes, Depreciation and Amortization)
of the Group from the traditional product
portfolio for the first quarter of 2023 will
be at the same levels approximately with
the EBITDA profitability of the first quar-
ter of 2022. This development is indeed
satisfactory in view of the current market
Page 20 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
conditions (It is noted that according to
the relevant corporate announcement,
the Earnings before Taxes (EBT) in the first
quarter of 2022 from personal protection
products related to COVID-19 had amount-
ed to €4.3 million, while it is estimated that
also at an EBITDA level in the first quarter
of 2022, the favourable effect was approxi-
mately the same).
Regarding the prospects for the next year,
the Group’s Management is constantly
contemplating ways to mitigate, as far as
possible, the negative consequences of
the ongoing economic crisis experienced
in Europe, but also at an international lev-
el. Despite the unfavorable market condi-
tions and the overall uncertainty, which
makes any attempt to estimate the course
of next year rather difficult, there are very
positive prospects for the Group. Thrace
Group is now, more than ever, capable of
capitalizing on the significant recurring
profitability of the year 2022, but also on
the extended investment plan that took
place in the past years, with a target to
maintain and further enhance the Group’s
profitability.
Given that the current conditions in the
global market place create a lot of uncer-
tainty, making any forecast concerning
the production / commercial activity and
the financial results of the Company and
the Group precarious, the Management of
the Group on the other hand strongly be-
lieves that neither the Group nor any of its
business activities face a possible threat of
interruption whatsoever (“going concern”
principle).
IV. Climate issues
The Group recognizes the risks and im-
pacts that may arise in its business activ-
ity due to the climate crisis and the energy
transition, which may affect its production
process and activities, while at the same
time has identified great opportunities
that are emerging through the adoption
of the principles of circular economy, the
use of recycled raw material and the in-
vestment in renewable energy sources.
In order to mitigate the risks arising from
climate change, but also to take advantage
of the opportunities that arise in order to
achieve positive financial results for itself
and the environment in which it operates,
the Group is constantly adjusting its busi-
ness model, in order to constantly reduce
its environmental footprint. It achieves
this through recording direct and indirect
greenhouse gas emissions, reducing ener-
gy consumption in production processes,
self-production and use of energy from
renewable sources (solar, geothermal and
hydroelectric), reducing the use of natural
resources through the use of recycled raw
material and proper waste management.
In addition, it focuses on the development
of innovative and sustainable products
and services, applying the principles of the
circular economy.
Therefore, it has established and commu-
nicated relevant principles and policies,
while it has formulated a detailed strategic
plan of specific actions, which are imple-
mented with measurable positive results.
More details are set out in the Report of
Non-Financial Information (Section 12), as
well as in the link below:
https://www.thracegroup.com/gr/en/sus-
tainability/
Annual Financial Report as of 31.12.2022
Page 21 of 268
Amounts in thousand Euro, unless stated otherwise
V. Expected Credit Losses
There are no expected credit losses as a
result of the current conditions and cir-
cumstances. In any case, according to the
established policy, a big part of the com-
panies’ sales remain insured, while addi-
tional measures have been taken to ensure
the Group carries out transactions with
reliable customers (credit risk assessment,
credit scoring, advances, etc.). More infor-
mation on credit risk can be found in note
3.3.1.1. of financial statements.
Direct Impact of the War Conflict on the Financial Results of the Group
The war outbreak after the Russian military
invasion of Ukraine creates geopolitical
instability with adverse macroeconomic
consequences. These consequences have
been evident for all companies across the
various economies on a day-to-day basis
and are mainly related to the energy cost
and the price increase in a series of raw
materials and products. The above condi-
tions created within the year 2022 an en-
vironment of great uncertainty affecting
the level of demand especially in Europe.
The Group does not have significant direct
business activities in Ukraine and in Rus-
sia, i.e. in the areas directly affected by the
war. Furthermore, the overall exposure to
Ukraine and Russia is minimal. Based on
the financial results of 2022, sales in these
two countries stood at 0.2% of the Group’s
total turnover (for 2021, corresponding
sales had stood at 0.6% of total Group
sales). Therefore, no direct material impact
is expected on the financial performance
of the Group, given the non-existence of
business activity in the specific areas as far
as customers sales are concerned. How-
ever, the effects on the Group’s activities
from the negative developments, follow-
ing the war conflict, in the energy sector,
from the wider macroeconomic uncertain-
ty and from the high inflation pressures
with a focus on the abruptly rising energy
costs, comprise factors which negatively
affect the financial performance of the
Group and specifically its cost structure.
The Group’s Management closely moni-
tors all the above developments and has
taken actions accordingly and in order to
effectively deal with issues concerning the
trading cycle and its cost base, to the ex-
tent possible.
Appointment of the Head of Regulatory Compliance and Risk
Management Department
The Board of Directors of the Company,
during its meeting of 21/02/2022, ap-
pointed Mr. Michael Psarros of George as
Head of the Department (Unit) of Regula-
tory Compliance and Risk Management.
Mr. Psarros has been working in the Group
since 2010. He is a graduate of the Univer-
sity of Patras and the University of Leices-
ter and has worked for 21 years as an inter-
nal auditor, gaining extensive experience
in the areas of regulatory compliance and
risk management. Mr. Michael Psarros will
assume his duties as Head of the Regula-
tory Compliance and Risk Management
Department (Unit) from 24.02.2022.
Page 22 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Annual Ordinary General Meeting of the Company’s shareholders
The Annual Ordinary General Meeting of
the Company’s shareholders, which took
place on May 25, 2022 remotely in real
time via videoconference, approved the
following among others:
A) the General Meeting unanimously ap-
proved the allocation of results for the fi-
nancial year 2021 (01.01.2021-31.12.2021)
and specifically it approved the distribution
of a total dividend of Euro 11,750,000.00
(gross amount) from the earnings of the
particular financial year.
Given that the Company, by virtue of the
relevant decision of the Board of Direc-
tors dated 24.09.2021, had already distrib-
uted to its shareholders for the fiscal year
2021 an interim dividend of total amount
of 4,750,000.00 Euros (gross amount),
i.e. 0.109858877 Euros per share (gross
amount, along with the increase that
corresponds to the treasury shares the
Company held on the cut-off date of the
interim dividend), the General Meeting
unanimously approved the distribution of
the remaining amount of the dividend, and
in particular of 7,000,000.00 Euros (gross
amount), i.e. an amount of 0.1600312674
Euros per share (gross amount). The latter
amount per share after the increase corre-
sponding to 659,853 treasury shares held
by the Company and which are excluded
from the payment of dividend, settled
at 0.1624823628 Euros per share (gross
amount).
The Company’s shareholders registered in
the records of the Dematerialized Securi-
ties System (SAT) as of Tuesday, 31 May
2022 (record date), were those entitled to
receive the above dividend.
Monday 30 May 2022 was set as the ex-div-
idend date according to the relevant arti-
cle 5.2 of the Athens Exchange Regulation.
The payment of dividend commenced on
Friday, 3 June 2022, and was implemented
through the Societe Anonyme under the
name “PIRAEUS BANK S.A.”, according to
the procedure stipulated by the Regula-
tion of the Athens Exchange in effect.
B) the General Meeting approved by ma-
jority the Remuneration Report of the clos-
ing year 2021 (01.01.2021-31.12.2021), which
was prepared in accordance with the pro-
visions of article 112 of Law 4548/2018.
The Report contains a comprehensive
overview of the total remuneration of the
members of the Board of Directors (execu-
tive and non-executive) and explains how
the Remuneration Policy was implement-
ed by the Company for the immediately
preceding financial year.
The decisions of the General Meeting of
Shareholders are posted on the Compa-
ny’s website at the link https://www.thra-
cegroup.com/gr/en/general-meetings/
Annual Financial Report as of 31.12.2022
Page 23 of 268
Amounts in thousand Euro, unless stated otherwise
Issuance of Tax Certificate for the Fiscal Year 2021 in accordance with
article 65 A of Law 4174/2013
Following the special tax audit carried out
for the financial year 2021 by the statu-
tory external auditors in accordance with
article 65A of Law 4174/2013, both on the
Company and its subsidiaries “Thrace Non-
wovens & Geosynthetics S.A.”, “Thrace-
Polyfilms S.A.”, “Thrace Plastics Pack S.A.”,
“Thrace Eurobent S.A.” and “Thrace Green-
houses S.A.”, the relevant tax certificates
were issued with an unqualified opinion.
Liquidation and permanent Elimination of Subsidiary
With the decision dated 09/09/2022, the
Hong Kong business registry approved
the permanent elimination of the Group’s
subsidiary, Thrace Asia Ltd.
Thrace Asia operated as a sales office of
Thrace Nonwovens & Geosynthetics Single
Person SA in the market of China, with ex-
tremely limited activity in recent years, as
most of the sales in the Asian market are
made directly by Thrace Nonwovens & Ge-
osynthetics Single Person SA. Therefore,
the Group’s Management decided to close
the above sales office. The elimination did
not affect the results of the Group and it
only had an impact on the results of sub-
sidiary SAEPE LTD.
The Board of Directors of the Company
during the meeting of November 22,
2022 approved the distribution of an in-
terim dividend for the financial year 2022
based on the interim financial statements
for the period 01.01.2022-30.06.2022.
The Interim dividend amounted in total
to 3,000 thousand Euros (gross amount),
i.e. 0.0685848289 Euros per share of the
Company. The above amount through
the increase corresponding to the 751,396
treasury shares held by the Company and
which are not entitled to an interim divi-
dend, settled at 0.0697835797 Euros per
share and was subject to a withholding
tax of 5%, in accordance with the provi-
sions of Law 4646/2019 (Government Ga-
zette A’ 201/12.12.2019). Therefore, the final
amount paid as Interim dividend for the
year 2022 amounted to 0.0662944007 Eu-
ros per share. Τhe Board of Directors of the
Company, during its meeting of December
7
th
, 2022 set the following dates: Monday,
January 30, 2023 as the cut-off date for the
interim dividend, Tuesday, January 31, 2023
as the date of determination of the benefi-
ciaries to the above dividend (record date),
and Friday, February 3, 2023 as the pay-
ment commencement date. The payment
of the interim dividend was made through
the paying Bank “PIRAEUS BANK SA”.
Interim Dividend for the Year 2022
Page 24 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
SECTION 2: Main Risks and Uncertainties
Financial Risk Management
The financial assets used by the Group,
mainly consist of bank deposits, bank
overdrafts, receivable accounts, payable
accounts and loans.
The Group’s activities, in general, create
several financial risks. Such risks include
market risk (foreign exchange risk and
risk from changes of raw materials prices),
credit risk, liquidity risk and interest rate
risk.
Risk from fluctuation of prices of raw
materials
The Group is exposed to fluctuations in
the price of polypropylene (represents
49% approximately of the cost of sales),
which are mainly faced by a similar change
in the selling price of the final product. The
possibility that the increase in the price of
polypropylene cannot be fully passed on
to the selling price, causes unavoidably
the compression of margins. For this rea-
son, the Company accordingly adjusts, to
the extent it is feasible, its inventory policy
as well as its commercial policy in general.
Hence, in any case, the particular risk is
deemed as relatively controlled.
Credit Risk
The credit risk to which the Group and the
Company are exposed is the likelihood
that a counterparty will cause financial loss
to the Group and the Company as a result
of the breach of its contractual liabilities.
The maximum credit risk to which the
Group and the Company are exposed at
the date of preparation of the financial
statements is the book value of their fi-
nancial assets. In order to address credit
risk, the Group consistently applies a clear
credit policy, which is monitored and
evaluated on an ongoing basis so that the
credit granted does not exceed the credit
limit per customer. Client sales insurance
policies are also concluded per customer
and no tangible guarantees on the assets
of clients are required.
In order to monitor credit risk, customers
are grouped according to the category
they belong to, their credit risk character-
istics, the maturity of their receivables and
any previous receivables that they have
caused, taking into account future factors
as well as the economic environment.
Impairment
The Group and the Company, in the finan-
cial assets that are subject to the model of
expected credit losses, include receivables
from customers and other financial assets.
The Group and the Company recognize
provisions for impairment with regard
to the expected credit losses of all finan-
cial assets. The expected credit losses
are based on the difference between the
contractual cash flows and the entire cash
flows which the Group (or the Company)
anticipates to receive. The difference is
discounted by using an estimate concern-
ing the initial effective interest rate of the
financial asset. For the trade receivables,
the Group and the Company applied the
simplified approach of the accounting
standard and calculated the expected
credit losses based on the expected credit
losses for the entire lifetime of these items.
Regarding the remaining financial assets,
Annual Financial Report as of 31.12.2022
Page 25 of 268
Amounts in thousand Euro, unless stated otherwise
the expected credit losses are being calcu-
lated according to the losses of the next 12
months. The expected credit losses of the
following 12 months is part of the antici-
pated credit losses for the entire life of the
financial assets, which emanates from the
probability of a default in the payment of
the contractual obligations within the next
12-month period starting from the report-
ing date. In case of a significant increase in
credit risk since the initial recognition, the
provision for impairment will be based on
the expected credit losses of the entire life
of the asset.
At the date of the preparation of the finan-
cial statements, impairment of receivables
from customers and other financial assets
was made on the basis of the above.
The following table presents an analysis
of the maturity of Trade Receivables’ bal-
ances at 31.12.2022.
Maturity of Trade Receivables’
balances at 31.12.2022
Group
01 – 30 days 19,708
31 – 90 days 37,429
91 – 180 days 8,196
180 days and over 7,126
Subtotal 72,459
Provisions for doubtful
receivables
(7,69 0)
Total 64,769
The above amounts are expressed in terms
of due days in the table below:
Analysis of not past due/overdue
Group
Trade receivables at 31.12.2022 Group
Receivables current 52,008
Overdue receivables 1 – 30
days
9,838
Overdue receivables 31 – 90
days
3,015
Overdue receivables above 91
days
7,598
Subtotal 72,459
Provisions for doubtful re-
ceivables
(7,69 0)
Total 64,769
With regard to uninsured receivables over-
due more than 90 days, which the Group
has classified as doubtful, relevant provi-
sions have been made which are deemed
as sufficient.
Correspondingly, the amounts of maturity
and past due for the financial year 2021 are
presented in the following tables:
Maturity of Trade Receivables’
balances at 31.12.2021
Group
01 – 30 days 23,443
31 – 90 days 37,175
91 – 180 days 4,980
180 days and over 6,670
Subtotal 72,268
Provisions for doubtful re-
ceivables
(7,721)
Total 64,547
Page 26 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Analysis of not past due/overdue
Group
Trade receivables at 31.12.2021 Group
Receivables current 53,323
Overdue receivables 1 – 30
days
9,492
Overdue receivables 31 – 90
days
2,639
Overdue receivables above 91
days
6,814
Subtotal 72,268
Provisions for doubtful re-
ceivables
(7,721)
Total 64,547
Liquidity Risk
Liquidity risk monitoring focuses on the
management of cash inflows and outflows
on a permanent basis, so that the Group
has the ability to meet its cash liabilities
and retain the cash reserves required for
its operations. Liquidity is managed by
maintaining cash and approved bank
credit lines. At the date of preparation of
the financial statements, unused approved
bank credits were available to the Group,
which are considered sufficient to handle
any possible shortage of cash in the future.
Short-term bank liabilities are renewed at
maturity, as they are part of the approved
bank credit lines.
The following table presents the liabilities
– disbursements according to their matu-
rity dates.
Group 31.12.2022
Up to 1
month
1-6
months
6-12
months
1-5
Years
Over 5
years
Total
Suppliers
21,357 19,051 222 - - 40,630
Other short-term liabilities
11, 324 10,367 1,279 - - 22,970
Short-term debt
3,658 8,735 14,596 - - 26,989
Liabilities from leasing
(short-term portion)
86 383 498 - - 967
Long-term debt
- - - 30,993 648 31,641
Liabilities from leasing
(long-term portion)
- - - 1,446 24 1,470
Other long-term liabilities
- - - 174 - 174
Total 31.12.2022 36,425 38,536 16,595 32,613 672 124,841
Annual Financial Report as of 31.12.2022
Page 27 of 268
Amounts in thousand Euro, unless stated otherwise
Group 31.12.2021
Up to 1
month
1-6
months
6-12
months
1-5
Years
Over 5
years
Total
Suppliers
29,665 25,484 292 - - 55,441
Other short-term liabilities
12,723 15,891 381 - - 28,995
Short-term debt
2,601 9,118 5,674 - - 17,393
Liabilities from leasing
(short-term portion)
75 330 509 - - 914
Long-term debt
- - - 33,610 - 33,610
Liabilities from leasing
(long-term portion)
- - - 1,941 120 2,061
Other long-term liabilities
- - - 237 - 237
Total 31.12.2021 45,064 50,823 6,856 35,788 120 138,651
Foreign Exchange Risk
The Group is exposed to foreign exchange
risks arising from existing or expected cash
flows in foreign currency and investments
that have been made in countries outside
Greece. The management uses hedge in-
struments, mainly foreign currency for-
ward contracts, to hedge the risks arising
from changes in foreign exchange rates.
Sensitivity analysis of the effect of ex-
change rate changes is given in the table
below.
Foreign Currency
2022 2021
Change of foreign currency against Euro *
Profit before tax
USD GBP Other USD GBP Other
+5%
(333) 65 (18) (74) (32) 5
-5%
368 (72) 21 81 35 (6)
Equity
+5%
(56)
(881)
(302) (218) (1.358) (222)
-5%
62 974 334 241 1.500 246
*Note
• Profits before Taxes are converted at the average exchange rates.
• Equity is converted at the exchange rate at the closing date of each fiscal year.
Page 28 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Interest Rate Risk
The long-term loans of the Group have
been granted by Greek and foreign banks
and are mainly in Euro. Their repayment
time varies, depending on the loan agree-
ment and they are usually linked to Euribor
plus margin. The Group’s short-term loans
have been granted by various banks, with
Euribor interest rate plus margin as well as
Libor interest rate plus margin.
The Group Management monitors the evo-
lution of the interest rates level and initiate
actions, to the extent possible, to retain or
decrease the spreads. At the same time, ef-
fort is being placed on liquidity manage-
ment, with a target to maintain a rational
debt balance, compared with Group’s
sales volume, profitability level and its in-
vestment plans.
It is estimated that a change in the average
annual interest rate by 1% will result in a
(charge) / improvement of Earnings before
Tax as follows:
The Group controls capital adequacy using
the Net Debt to Equity ratio and the Net
Debt to EBITDA ratio. The Group’s objec-
tive in relation to capital management is
to ensure the ability for its smooth opera-
tion in the future, while providing rational
returns to shareholders and benefits to
other parties, as well as to maintain an
adequate capital structure so as to ensure
a low cost of capital. For this purpose, it
systematically monitors working capital in
order to maintain the normal level of ex-
ternal financing.
Possible interest rate change
Effect on Earnings before Tax
Group 2021
2022 2021
Interest rate increase 1% (610) (540)
Interest rate decrease 1% 610 540
Capital Adequacy Risk
Capital Adequacy Risk Group
2022 2021
Long-term debt
31,641 33,610
Long-term debt from leases
1,470 2,061
Short-term debt
26,989 17,393
Short-term debt from leases
967 914
Total debt
61,067 53,978
Minus cash & cash equivalents
39,610 63,240
Net debt
21,457 (9,262)
EBITDA*
48,243 110,275
NET DEBT / EBITDA*
0.44
(0.08)
EQUITY 267,861 252,250
NET DEBT / EQUITY 0.08 (0.04)
* Concerns Total Operations
Annual Financial Report as of 31.12.2022
Page 29 of 268
Amounts in thousand Euro, unless stated otherwise
Income
Don & Low LTD 1,460
Thrace Nonwovens & Geosynthetics Single Person SA 1,584
Thrace Polyfilms Single Person SA 371
Thrace Plastics Pack SA 906
Thrace Ipoma A.D. 286
Synthetic Holdings LTD 261
Thrace Synthetic Packaging LTD 214
Thrace Polybulk AB 267
Thrace Polybulk AS 213
Thrace Linq Inc 200
Total 5,762
SECTION 3: Significant Transactions with Related Parties
The most significant transactions between
the Company and its related parties, as de-
fined by International Accounting Stand-
ard 24, are described below.
It should be noted that the reference to
the particular transactions includes the fol-
lowing data:
a) The amount of the most significant
transactions for the year 2022
b) Their unpaid balance at the end of the
year (31.12.2022)
c) The nature of relation between the re-
lated party and the Company, as well as
d) Any information concerning the trans-
actions, which is necessary for the un-
derstanding of the Company’s financial
position, only to the extent that these
transactions are material.
Company’s Revenues from Related
Parties
The following table includes the Com-
pany’s most important revenues from Re-
lated parties, i.e. from company’s subsidi-
aries:
It should be noted that the Company does not have any bank debt liabilities, while the
balance of the debt liabilities reported in its Balance Sheet refers to an intragroup loan.
Page 30 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Short-term Liabilities of the Company to Related Parties
The following table includes the Company’s short-term liabilities to Related parties,
which essentially consist of an intra-group loan.
Suppliers - Liabilities 31.12.2022
Thrace Synthetic Packaging LTD 1,023
The remuneration to the members of the
Board of Directors
The remuneration granted to the mem-
bers of the Company’s Board of Direc-
tors amounted to € 1,664 in 2022 against
€ 1,812 in 2021. The remuneration of the
members of the Board of Directors for the
Group amounted to € 4,797 in 2022 versus
€ 4,970 in 2021 and relate to the Boards of
Directors of 20 companies and to 31 peo-
ple that participate in these BoDs, and also
include salaries of the executive members
of the Boards, other remuneration and
benefits of both the executive and the
non-executive members.
Bank guarantees and grants in favor of
its subsidiaries
Bank guarantees issued by banks on be-
half of the Company against third parties
(State owned companies, Suppliers, Cus-
tomers) amount to € 834.
The Company has granted guarantees to
banks against long-term loans of its sub-
sidiaries. On 31
st
December 2022, the out-
standing amount for which the Company
had provided guarantee settled at € 43,616
and is analyzed as follows:
Guarantees for Subsidiaries 2022
Thrace Nonwovens & Geosynthetics Single Person S.A. 21,443
Thrace Plastics Pack S.A. 17, 676
Thrace Polyfilms Single Person SA 4,497
Total 43,616
Statutory external auditors fees
During the financial year 2022, the total
fees paid to the Company’s statutory ex-
ternal auditors, for audit and non-audit
services, amounted to € 691 for the Group
and to € 126 for the Company.
There were no changes in transactions be-
tween the Company and its related parties
that could have had material effect on the
financial position and performance of the
Company during the financial year 2022.
All transactions described above have tak-
en place under normal market terms and
contain no special or extraordinary fea-
tures which in opposite case would have
made compulsory the further analysis of
the above per related party.
Annual Financial Report as of 31.12.2022
Page 31 of 268
Amounts in thousand Euro, unless stated otherwise
SECTION 4:
Analytical Information according to Article 4 par. 7 and 8 of Law
3556/2007, as currently in effect
The Company, according to article 4 par. 7
and 8 of L. 3556/2007 is obliged to include
in the present Report, analytical informa-
tion regarding a series of issues, as follows:
1. Structure of Company’s share
capital
The Company’s share capital on 31.12.2022
amounted to twenty eight million eight
hundred sixty nine thousand, three hun-
dred fifty eight Euros and thirty two cents
(€28,869,358.32) and was divided into forty
three million seven hundred forty one thou-
sand, four hundred fifty two (43,741,452)
common registered shares, with a nomi-
nal value of sixty six cents (€ 0.66) each. All
Company shares are common, registered,
with voting rights (with the exception of
any treasury shares held by the Company),
and are listed on the organized Market of
the Athens Stock Exchange and specifically
in the Main Market under the Chemicals –
Specialized Chemicals sector. The structure
and the formation of the Company’s share
capital are presented in detail in article 5
of the Company’s Articles of Association.
The Company’s shares were listed on the
Athens Exchange on 26 June 1995 and are
being traded on this market up until today,
without any interruption. From each share,
all rights and obligations stipulated by the
law and the Company’s Articles of Associa-
tion emanate. The possession of each share
results automatically into the full and with
no reservations acceptance of the Com-
pany’s Articles of Association and the deci-
sions that have been made by the pertinent
bodies of the Company in accordance with
the law and the Articles of Association. Each
share provides for one (1) voting right.
2. Limitations to the transfer of
Company shares
The transfer of Company shares takes
place as stipulated by the Law and there
are no limitations regarding such transfers
in relation to its Articles of Association or
other special agreements or other regula-
tory provisions.
3. Significant direct or indirect
shareholdings according to the
definition of Law 3556/2007
With regards to significant shareholdings
in the share capital and voting rights of the
Company, according to the definition of
provisions of articles 9 to 11 of L. 3556/2007,
Mr. Konstantinos Chalioris holds, on
31/12/2022, a percentage of 43.292% of
the Company’s share capital and voting
rights and Mrs. Eufimia Chalioris holds, on
31/12/2022, a percentage of 20.851% of the
Company’s share capital and voting rights.
No other physical or legal entity owned a
percentage over 5% of the share capital.
The data regarding the number of shares
and voting rights held by individuals with
a significant shareholdings have been de-
rived from the Shareholder Registry kept
by the Company and from disclosures by
the shareholders provided to the Compa-
ny according to Law (and MAR).
4. Shares incorporating special
control rights
There are no Company shares that provide
special control rights to owners.
Page 32 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
5. Limitations on voting rights
According to the Company’s Articles of As-
sociation, there are no limitations on vot-
ing rights.
6. Agreements of Company
shareholders
To the knowledge of the Company there
are no shareholder agreements, which re-
sult in limitations on the transfer of shares
or limitations on the exercise of voting
rights that emanate from its shares.
7. Rules for appointment and
replacement of Board members
and the amendment of the Articles
of Association, which deviate from
the provisions of C.L. 4548/2018
The rules stated by the Company’s Articles
of Association regarding the appointment
and replacement of its Board of Directors’
members and the amendment of the pro-
visions of its Articles of Association, do
not differ from those stipulated by C.L.
4548/2018 as it is in effect.
8. Responsibility of the Board
of Directors or specific Board
members for the issuance of new
shares or the purchase of treasury
shares.
There is no special and permanent compe-
tence of the Board of Directors or some of
its members for the issuance of new shares
or the purchase of treasury shares accord-
ing to article 49 of law 4548/2018.The rel-
evant power and responsibility is given to
the Company’s Board of Directors by virtue
of a relevant decision of the General Meet-
ing of its shareholders.
9. Significant agreements made by
the Company and put into effect,
amended or terminated in case of
a change in the Company’s control
following a tender offer.
There are no such agreements, which are
put into effect, amended or terminated, in
case of a change in the Company’s control
following a tender offer.
10. Significant agreements made by
the Company with Board members
or the Company’s personnel
There are no agreements of the Company
with the members of its Board of Directors
or its personnel, which provide for the pay-
ment of indemnity specifically in case of
resignation or termination of employment
without reasonable cause, or of the termi-
nation of their term or employment, due to
a public offering.
Annual Financial Report as of 31.12.2022
Page 33 of 268
Amounts in thousand Euro, unless stated otherwise
The Extraordinary General Meeting of the
Company’s shareholders on February 2,
2017 decided, inter alia, to approve the
purchase of own shares through the Ath-
ens Stock Exchange under the provisions
of the pre-existing article 16 of Codified
Law 2190/1920, which expired on 02-02-
2019. Under the aforementioned plan, and
until its expiration, the Company acquired
4,324 own shares.
The Extraordinary General Meeting of the
Company’s shareholders on March 19, 2019
decided, inter alia, to approve the acquisi-
tion of own shares through the Athens
Stock Exchange in accordance with the
provisions of article 49 of law 4548/2018
as currently in force, which expired on
19.03.2021. Under the above plan and un-
til its completion, the Company acquired
318,364 treasury shares, with an average
purchase price of 2.4373 Euros per share,
which correspond to a percentage of
0.728% of the share capital.
The Annual General Meeting of the Com-
pany’s shareholders of May 21, 2021 decid-
ed to approve a share buyback program
which provided for the purchase within a
period of twenty-four (24) months, i.e. no
later than 21.05.2023, of a maximum of
4,341,876 common registered shares, with-
in a price range from fifty cents of Euro
(0.50 €) per share (minimum) to ten Euros
(10.00 €) per share (maximum).
During the execution of the above share
buyback program and in execution-im-
plementation of the above decision of
the General Meeting of Shareholders,
the Company proceeded, in accordance
with the provisions of Regulation (EU)
596/2014 of the European Parliament and
of the Council as of 16 April 2014 and of the
Commission’s Delegated Regulation (EU)
2016/1052 as of 8 March 2016, with the pur-
chase of a total of 428,708 common regis-
tered shares carrying voting rights, based
on an average price of EUR 5.89 per share,
corresponding to 0.98% of the equity.
The Company held on 31.12.2022 a total of
751,396 treasury shares which correspond
to a percentage of 1.72% of the share
capital.
SECTION 5: Treasury Shares
Page 34 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
1. Group Financial Results
Continuing Operations
The following table depicts the Group’s financial results (from continuing operations) for
the year 2022 compared to the year 2021:
Financial Results of Year 2022
(CONTINUING OPERATIONS)
(amounts in thousand Euro)
Year 2022 Year 2021
Change %
Turnover
394,382 428,429 -7.9%
Gross Profit
84,263 140,149 -39.9%
Gross Profit Margin
21.4% 32.7%
ΕΒΙΤ
27,407 83,913 -67.3%
EBIT Margin
6.9% 19.6%
EBITDA
48,259 103,791 -53.5%
EBITDA Margin
12.2% 24.2%
Adjusted EBITDA
48,850 105,799 -53.8%
Adjusted EBITDA Margin
12.4% 24.7%
Earnings before Taxes (EBT)
32,068 83,920 -61.8%
EBT Margin
8.1% 19.6%
Earnings after Taxes (EAT)
26,270 65,866 -60.1%
EAT Margin
6.7% 15.4%
Total EATAM
25,777 65,436 -60.6%
EATAM Margin
6.5% 15.3%
Earnings per Share (in euro)
0.5985 1.5093 -60.3%
* Note: The alternative performance measures are presented and described analytically in the section
7 of the present Report.
SECTION 6: Review of material financial figures of 2022
Annual Financial Report as of 31.12.2022
Page 35 of 268
Amounts in thousand Euro, unless stated otherwise
Below, an analysis of the changes ob-
served in key financial figures of the finan-
cial results compared to the previous year
is included. However, it should be noted
that the financial figures between the
two years are not directly comparable
(or versus 2020), due to the special con-
ditions prevailing both in the current
year as well as in the previous year (Due
to sales related to Covid-19 products)
and therefore the pre-pandemia finan-
cial figures (i.e. fiscal year 2019) are
also supplementary included in total
for better interpretation purposes.
Turnover
€ 394,382
(-7.9%)
Decrease in consolidated turnover by 7.9%,
demonstrating a relatively controlled but
also expected decrease compared to the
previous year. Decrease in the volume of
consolidated sales by 5.5%. In particular
and in terms of sales volume, the Packag-
ing sector posted a decrease by 2.2% and
the Technical Fabrics sector recorded a de-
crease of 5.7%, compared to the year 2021.
Gross Profit
€84,263
(-39.9%)
Gross profit amounted to €84,263, posting
a drop by 39.9% compared to the previ-
ous year. However, the gross profits of the
two years are not directly comparable due
to the shift of product mix towards the
traditional portfolio (as compared to the
generation of significant sales of products
related to COVID-19 in 2021), and also due
to the abrupt increase of major cost items
following the macroeconomic and geopo-
litical developments of the past months.
The gross profit margin settled at 21.4%
compared to 32.7% in 2021. The decrease
in margin is due to lower sales of person-
al protective equipment from COVID-19
which had an increased profit margin.
EBIT
€ 27,407
(-67. 3%)
Earnings before financial and investing
activities and taxes amounted to €27,407,
posting a decrease of 67.3% compared to
the previous year, however, the compari-
son between the two years becomes ex-
tremely difficult due to the shift of product
mix towards the traditional portfolio (as
compared to the generation of significant
sales of products related to COVID-19 in
2021). It is noted that in 2019, EBIT amount-
ed to € 12,102. Accordingly, the EBIT margin
stood at 6.9% compared to 19.6% in 2021,
while for the respective period of 2019, the
EBIT margin stood at 3.7%.
EBITDA
€ 48,259
(-53.5%)
Earnings before financial and investing ac-
tivities, depreciation, amortization, impair-
ments and taxes amounted to €48,259, re-
cording a drop by 53.5% compared to the
previous year, however, the comparison
between the two years becomes extreme-
ly difficult due to the shift of product mix
towards the traditional portfolio (as com-
pared to the generation of significant sales
of products related to COVID-19 in 2021).
It is noted that in 2019, EBITDA amounted
to € 28,745. Accordingly, the EBITDA mar-
gin settled at 12.2% compared to 24.2%
during the previous year, while for the re-
spective period of 2019, the EBITDA margin
stood at 8.8%.
Page 36 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Adjusted EBITDA
€ 48,850
(-53.8%%)
The Adjusted EBITDA margin reached
12.4% compared to 24.7% in 2021.
Adjusted EBITDA does not include extraor-
dinary personnel indemnities amounting
to €591.
During the year 2021, in the context of
the restructuring of the Group’s participa-
tions, expenses of € 1,973 had emerged as
result of the operational reorganization
of the subsidiary Don & Low LTD along
with a profit of €763 from fixed asset sales
(see note 3.5). This subsidiary reduced its
presence in woven technical fabrics, while
increasing its production capacity in non-
woven technical fabrics. In addition, there
was an expense of € 798 from extraordi-
nary allowance to the personnel.
Earnings before Taxes
32,068
(-61.8%)
Earnings before taxes amounted to €
32,068 (in 2021 amounted to €83,920), of
which according to the Management’s es-
timates, € 5.3 million were related to the
sales of personal protection and health
products allocated as follows: €3.0 million
was generated from the «Technical Fab-
rics» Sector, while €2.3 million was gener-
ated by the «Packaging» Sector. Accord-
ingly, EBT margin stood at 8.1% compared
to 19.6% in the previous year.
Earnings before Taxes posted an in-
crease of 166% compared to the pre-
pandemic levels, i.e. versus 2019, where
the comparison becomes more reason-
able (the comparison refers to the EBT
from the traditional product portfolio),
demonstrating a significantly increased
profitability, despite the extremely un-
favorable conditions prevailing in the
global market place during the 2022,
and the significant increase in the cost
of raw materials, energy and transpor-
tation.
Earnings after Taxes
€26,270
(-60.1%)
Earnings after taxes amounted to €26,270,
posting a reduction of 60.1% compared
to the previous year, noted that the total
earnings after taxes, the comparable year
of 2019 amounted to €4,017. Respectively,
the profit margin after taxes settled at
6.7% compared to 15.4% in the previous
year.
Earnings after Taxes and Non Con-
trolling Interests
€ 25,777
(-60.6%)
Earnings after Taxes and Non-Controlling
Interests amounted to € 25,777, posting a
decrease of 60.6% compared to the previ-
ous year. Respectively, the profit margin
after taxes and non-controlling interests
stood 6.5% in 2022 compared to 15.3% in
2021.
Total Operations
Due to the decision to permanently dis-
continue the production of Thrace Linq
INC, which was decided in order for the
Group to focus on more profitable activi-
ties, this particular activity is reported in
the income statement and other compre-
hensive income as discontinued opera-
tions.
For the completeness of information pro-
vided, the following table presents the
Group’s financial results in total (from Con-
tinuing and Discontinued Operations) in
2022, in comparison with the year of 2021:
Annual Financial Report as of 31.12.2022
Page 37 of 268
Amounts in thousand Euro, unless stated otherwise
Financial Results of Year 2022
(CONTINUING & DISCONTINUED OPERATIONS)
(amounts in thousand Euro)
Year 2022 Year 2021
Change %
Turnover
394,382 428,429 -7.9%
Gross Profit
84,263 140,149 -39.9%
Gross Profit Margin
21.4% 32.7%
ΕΒΙΤ
27, 391 90,397 -69.7%
EBIT Margin
6.9% 21.1%
EBITDA
48,243 110,275 -56.3%
EBITDA Margin
12.2% 25.7%
Adjusted EBITDA
48,850 105,799 -53.8%
Adjusted EBITDA Margin
12.4% 24.7%
Earnings before Taxes (EBT)
32,052 90,517 -64.6%
EBT Margin
8.1% 21.1%
Earnings after Taxes (EAT)
26,235 72,457 -63.8%
EAT Margin
6.7% 16.9%
Total EATAM
25,742 72,027 -64.3%
EATAM Margin
6.5% 16.8%
Earnings per Share (in euro)
0.5977 1.6613 -64.0%
Note: The alternative performance measures are presented and described analytically in the section 7 of the
present Report.
2. Parent Company’s Financial Results
The Company’s business purpose, apart
from being a holding company, relates also
to the provision of support services to its
subsidiaries. Specifically the Company’s in-
come is generated from the provision of ad-
ministrative, operating and organizational
support services, financial and tax services,
IT and consulting services in the areas of
marketing and sales, the preparation of fi-
nancial feasibility studies, and the general
provision of consulting services which en-
sure the proper operation of subsidiaries at
all levels.
Specifically for the year 2022, the Turnover
of the Company concerning the provision
of the above services amounted to € 5,658
against € 5,668 in 2021, remaining therefore
at the same levels. The Losses before Taxes,
Financial and Investment Results amounted
to € 648 in 2022 compared to a loss of € 839
Page 38 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
in 2021. Earnings before taxes for the year
2022 amounted to 12,775 compared to € €
14,130 in 2021, posting a decrease of 9.6%.
Finally, Earnings after taxes in 2022 amount-
ed to € 11,171 compared to € 14,114 in 2021,
recording a decrease of 20.9%.
3. Financial Results of the Group per
Business Segment
The operating segments are based on the
different product category, the structure
of the Group’s management and the inter-
nal reporting system. Using the criteria, as
defined in the accounting standards and
based on the different activities of the
Group, the business activity of the Group
is divided into two business segments,
namely “Technical Fabrics” and “Packag-
ing”. The information about the sectors of
activity which are not reported as separate
ones has been collected and presented in
the category “Other”, which includes the
agricultural sector as well as the activities of
the Parent Company.
The description and financial results of the
Group’s operating segments are presented
as follows:
Technical Fabrics
Production and trade of technical fabrics
for industrial and technical use.
Packaging
Production and trade of packaging prod-
ucts, plastic bags, plastic boxes for packag-
ing of food and paints and other packag-
ing materials, for agricultural use.
Other
It includes the Agricultural sector and the
business activity of the Parent company
which apart from the investing activities,
also provides Administrative – Financial –
IT services to its subsidiaries.
During the year 2020, which was charac-
terized by the spread of the coronavirus
Covid 19 pandemic, the Group faced sig-
nificantly increased demand for specific
products in its existing product portfolio
and particularly in the area of technical
fabrics used in personal protection and
health applications (Personal Protective
Equipment).
The Group, taking advantage of the
technological capabilities of its modern
production lines and the know-how it
has developed in technical fabrics, man-
aged to meet the significantly increased
demand, using the existing production
lines and channeling a large part of the al-
ready produced volumes towards applica-
tions in this sector. At the same time the
Group proceeded with targeted invest-
ments, such as the surgical mask produc-
tion lines and the Meltblown non-woven
fabric production line (as it has been al-
ready announced to the investor commu-
nity via the corporate announcements of
04/05/2020 and 01/10/2020). The Group
also proceeded with the purchase of ma-
chinery for the production of high protec-
tion masks (FFP2).
At the same time, there was a very high
profitability at the Group level during the
year 2021, where the pandemic was in full
swing with repeated waves and muta-
tions. The Group supported the market’s
needs, either through the network of the
various retail chains (e.g. super markets)
or through delivery of products according
to contracts signed with the local health
systems.
On the other hand during the year 2022,
Annual Financial Report as of 31.12.2022
Page 39 of 268
Amounts in thousand Euro, unless stated otherwise
a sharp reduction in demand for products
related to the COVID-19 pandemic was ob-
served, resulting into significantly lower
sales and profitability for the Group com-
pared to the previous year. The first quar-
ter of 2022 was an exception to the above,
as due to the spread of “Omicron” variant
but mainly due to the execution of the last
part of a contractual agreement signed
with a local health system, the Group post-
ed strong profitability which was however
much lower than the level of the corre-
sponding period of 2021.
More specifically, Earnings before Taxes
from Continuing Operations at the Group
level for 2022 amounted to €32.1 million,
of which, according to Management’s
estimates, €5.3 million were related to
COVID-19 products (compared to €51.8
million in the year 2021). More specifically,
€3.0 million were allocated in the Sector of
“Technical Fabrics” (versus €49.9 million in
2021), and €2.3 million were allocated in
the Sector of “Packaging” (versus €1.9 mil-
lion in 2021).
From the year 2023 onwards, having en-
tered into the post-pandemic era, personal
protection and health products will not be
presented separately, following the same
pre-pandemic disclosure practice. Instead,
they will comprise another product cat-
egory within the context of the Group’s
normal business activity.
It should be noted that part of the specific
investments that were implemented (such
as the Meltblown non-woven technical
fabrics production line), can be used to
produce products serving other sectors
and applications.
The following table summarizes the course
of financial results from continuing opera-
tions of the individual sectors in which the
Group activated during the year 2022:
Page 40 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
GROUP
394,382
84,263
48,259
Turnover
12M 2022
EBITDA
GROSS PROFIT
EBITDA
274,488
56,478
29,688
12M 2022
GROSS PROFIT
132,672
12M 2022
EBITDA
27,239
18,892
GROSS PROFIT
5,658
12M 2022
EBITDA
-339
282
GROSS PROFIT
PACKAGING
OTHER
TECHNICAL TEXTILES
Turnover
Turnover
Turnover
FINANCIAL RESULTS PER SEGMENT (Continuing Operations)
Sector Technical Fabrics Packaging Other
Intra-Seg-
ment Elimi-
nations
Group
12M 2022 12M 2021
% Ch.
12M 2022 12M 2021
% Ch.
12M 2022 12M 2021 12M 2022 12M 2021 12M 2022 12M 2021
Turnover
274,488 318,878 -13.9% 132,672 120,007 10.6% 5,658 5,668 -18,436 -16,124 394,382 428,429
Gross
Profit
56,478 113, 245 -50.1% 27,239 26,512 2.7% 282 24 264 368 84,263 140,149
Gross
Profit
Margin
20.6% 35.5% 20.5% 22.1% 5.0% 0.4% - - 21.4% 32.7%
Total
EBITDA
29,688 86,148 -65.5% 18,892 18,265 3.4% -339 -512 19 -110 48,259 103,791
EBITDA
Margin
10.8% 27.0% 14.2% 15.2% -6.0% -9.0% - - 12.2% 24.2%
Annual Financial Report as of 31.12.2022
Page 41 of 268
Amounts in thousand Euro, unless stated otherwise
4. Group Consolidated Statement of Financial Position
The following table summarizes the basic financial figures of the Group’s financial posi-
tion as of 31.12.2022:
(amounts in thousand Euro) 31/12/2022 31/12/2021 Change %
Tangible Assets 169,218 153,848 10.0%
Rights-of-use assets 2,521 3,051 -17.4%
Investment Property 113 113 0.0%
Intangible Assets 10,357 10,539 -1.7%
Investments in Joint Ventures 19,921 18,012 10.6%
Net benefit from funded defined benefit plans 7,169 -
Other Long-term Receivables 132 5,001 -97.4%
Deferred Tax Assets 357 380 - 6.1%
Total Fixed Assets 209,788 190,944 9.9%
Inventories 76,415 71,835 6.4%
Income Tax Prepaid 1,984 274 624.1%
Trade Receivables 64,769 64,547 0.3%
Other Receivables 11,945 14,359 -16.8%
Fixed Assets Held for Sale 284 -
Cash & Cash Equivalents 39,610 63,240 -37.4%
Total Current Assets 195,007 214,255 -9.0%
TOTAL ASSETS 404,795 405,199 -0.1%
TOTAL EQUITY 267,861 252,250 6.2%
Long-term Debt 31,641 33,610 -5.9%
Liabilities from Leases 1,470 2,061 -28.7%
Provisions for Employee Benefits 1,385 3,499 -60.4%
Other Long-term Liabilities 9,834 6,979 40.9%
Total Long-term Liabilities 44,330 46,149 -3.9%
Short-term Debt 26,989 17,393 55.2%
Liabilities from Leases 967 914 5.8%
Suppliers 40,630 55,441 -26.7%
Other Short-term Liabilities 24,018 33,052 -27.3%
Total Short-term Liabilities 92,604 106,800 -13.3%
Total Liabilities 136,934 152,949 -10.5%
TOTAL EQUITY & LIABILITIES 404,795 405,199 -0.1%
Page 42 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Fixed Assets
€ 209,788 (+9.9%)
The increase is mainly a result of the imple-
mentation of new investments (asset ad-
ditions) during the year, which are greater
compared to depreciation for the year.
Current Assets
€ 195,007 (-9.0%)
The decrease in current assets by 9.0% is
mainly due to the relative decrease in cash
reserves, despite the increase in invento-
ries, compared to the previous year. . The
reduction in cash balances is mainly the
result of cash outflows for the implemen-
tation of the year’s extensive investment
plan (outflows of approximately €38 mil-
lion), which was largely financed with own
funds.
> Inventory: € 76,415 (+6.4%)
The increase in Inventory is mainly due to
the relatively higher purchase prices of pri-
mary raw materials.
The Average Inventory Turnover Days
however stood at 87 days compared to 81
days in 2021.
The Average Trade Receivables Turnover
Days stood at 60 days compared to 52 days
in 2021.
Equity
€ 267,861 (+6.2%)
Equity amounted to € 267,861, posting an
increase of 6.2% compared to 31.12.2021.
Provisions for Employee Benefits
(Net Assets) € 5,784
This asset is mainly due to the valuations
of the assets using the updated discount
rates. The largest share in the actuarial sur-
plus of the Group comes from Don & Low
LTD and the details of its plan are analyzed
below:
31.12.2022 31.12.2021
Present Value of
Liabilities
(101,252) (159,705)
Present Value of
Fixed Assets
108,355 157,682
Net Asset
Recognized in
Balance Sheet
7,103 (2,023)
The asset allocation of the plan is as fol-
lows:
Asset allocation 31.12.2022 31.12.2021
Mutual Funds (Stock Market) 13,418 15,471
Mutual Funds (Bond Market) 63,480 79,020
Mutual Funds (Diversified Growth Funds) 22,438 52,838
Other 9,020 10,353
Total
108,355 157,682
The assets of the plan are measured at fair value and consist of Mutual Funds of Baillie
Gifford, Legal & General Investment Management as well as Ninety One plc.
Annual Financial Report as of 31.12.2022
Page 43 of 268
Amounts in thousand Euro, unless stated otherwise
Net Debt
€ 21,457
Net debt settled at €21,457, while on
31.12.2021 the Company had net cash of
€(9,262). The Net Debt / Equity ratio stood
at 0.08x on 31.12.2022 versus (0.04x) on
31.12.2021. The Group’s Net Debt / EBIT-
DA ratio for the period under considera-
tion settled at 0.44x. It is noted that on
31.12.2021 the above ratio stood at (0.08x).
Short-term Liabilities
€92,604
(-13.3%)
Short-term liabilities amounted to €92,604,
compared to €106,800 on 31.12.2021, post-
ing a decrease of 13.3%.
> Suppliers: € 40,630 (-26.7%)
The decrease in Suppliers was mainly due
to the gradually lower purchase prices of
primary and secondary raw materials.
The average Suppliers Turnover Ratio set-
tled at 57 days versus 54 days in 2021.
Capital Structure Ratios 2022 2021 Explanation
Total Liabilities / Equity 0.5 0.6
Relation between Liabilities and Equity
Net Debt / Equity 0.08 -0.04
Relation between Debt and Equity
Net Debt/EBITDA 0.44 -0.08
Relation between Debt and Earnings
before Interest, Taxes, Depreciation and
Amortization
Fixed Assets / Total Assets 0.5 0.5
Asset Allocation between Current and
Non-current Assets
Current Assets / Total Assets 0.5 0.5
Equity / Net Fixed Assets
1,6 1,6
The level of nancing of the Tangible
Assets from the Equity
Leverage Ratios 2022 2021
Explanation
Equity / Total Assets 0.7 0.6
Relation between Equity and Total Assets
Interest Coverage 14.4 49,4
Interest Income –Interest Expense
Coverage from Operating Earnings (ΕΒΙΤ)
Liquidity Ratios 2022 2021
Explanation
Current Ratio 2.1 2.0
Total Current Assets / Total Short-term
Liabilities
Acid Test Ratio 1.3 1.3
(Total Current Assets - Inventories) / Total
Short-term Liabilities
5. Financial Ratios
Following the above analysis, some basic Financial Ratios of the Group based on the
Total Operations are presented:
Page 44 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Prot Margins (%) 2022 2021 Explanation
Gross Prot
21,4% 32.7%
Gross Prot/Total Turnover
EBITDA
12,2% 25.7%
EBITDA / Total Turnover
Adjusted EBITDA
12,4% 24.7%
Adjusted EBITDA / Total Turnover
Earnings before Taxes
8,1% 21.1%
Earnings before Taxes/ Total Turnover
Earnings after Taxes and
Minorities
6,5% 16.8%
Earnings after Taxes and Minorities /
Total Turnover
Receivables and Payables (in
days) total
2022 2021 Explanation
Average Receivable Days 60 52
[(Receivables 2022 + Receivables
2021)/2] / Turnover 2021*365 days
Average Inventory Days 87 81
[(Inventories 2022+ Inventories
2021)/2] / Cost of Sales 2021*365 days
Average Suppliers Days 57 54
[(Suppliers 2022 + Suppliers 2021)/2] /
Cost of Sales 2021*365 days
Consolidated Cash Flows
In terms of consolidated cash flows, the Group recorded cash and cash equivalents of
€39,610 on 31/12/2022 compared to €63,240 on 31/12/2021.
CASH FLOWS 31/12/2022 31/12/2021
EBITDA 48,243 110,275
Non cash and non-operating movements -2,083 -3,104
Change in working capital -26,379 -429
Cash Flows from Operating Activities 19,781 106,742
Interest & income taxes & other financial expenses paid -6,758 -19,663
Total inflows/outflows from operating activities 13,023 87,079
Investing activities -36,502 -24,999
Financing activities 1,003 -41,195
Net increase/(decrease) in cash and cash equivalents -22,476 20,885
Cash and cash equivalents at beginning of period 63,240 40,824
Effect from changes in foreign exchange rates on cash
reserves
-1,154 1,531
Cash and cash equivalents at end of period 39,610 63,240
Annual Financial Report as of 31.12.2022
Page 45 of 268
Amounts in thousand Euro, unless stated otherwise
In the context of its decision making con-
cerning the financial, operating and stra-
tegic planning as well as the evaluation
of its performance, the Group utilizes Al-
ternative Performance Measures (APM).
These indicators mainly serve the better
understanding of the financial and operat-
ing results of the Group, its financial posi-
tion as well as its cash flow statement. The
Alternative Performance Measures (APM)
should be always taken into account in line
with the financial statements which have
been prepared according to the Interna-
tional Financial Reporting Standards and
in no case the APM replace the above.
Alternative Performance Measures
In the analysis of the developments and
the performance of the Group, ratios such
as the EBIT and the EBITDA are utilized.
ΕΒΙΤ (The indicator of earnings before
financial and investing activities as well
as taxes)
The EBIT serves the better analysis of the
Group’s operating results and is calculated
as follows: Turnover minus Cost of Sales
plus other operating income minus the to-
tal operating expenses, before the finan-
cial and investing activities and taxes. The
EBIT margin (%) is calculated by dividing
the EBIT by the total turnover
EBITDA (The indicator of operating earn-
ings before financial and investing activ-
ities as well as depreciation, amortiza-
tion, impairment and taxes)
The EBITDA serves the better analysis of
the Group’s operating results and is cal-
culated as follows: Turnover minus Cost of
Sales plus other operating income minus
the total operating expenses before the
depreciation of tangible assets, the amor-
tization of grants and the impairments, as
well as before the financial and investing
activities and taxes. The EBITDA margin (%)
is calculated by dividing the EBITDA by the
turnover.
Adjusted EBITDA (The adjusted indicator
of operating earnings before financial
and investing activities as well as depre-
ciation, amortization, impairment and
taxes).
The Adjusted EBITDA is the EBITDA less
any restructuring, acquisition, merger, and
other non-recurring expenses that may be
realized within the period / year, as well as
any non-recurring gains (e.g. gain from the
sale of property, plant and equipment).
Net Debt
It is calculated as the sum of long-term
loans plus long-term lease liabilities plus
short-term loans plus short-term lease li-
abilities minus the balance of cash & cash
equivalents.
Total Debt / Equity
It is calculated as the ratio of Net Debt (see
above) to Total Equity.
Net Debt / EBITDA
It is calculated as the ratio of Net Debt (see
above) to EBITDA.
SECTION 7: Definition and Reconciliation of Alternative Performance Measures (APM)
Page 46 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
SECTION 8: Sustainable Development
SECTION 9: Prospects and Outlook of the Group for the Financial Year 2023
It is mentioned to Section 1: «Significant events that took place during the financial year
2022» of this Annual Report by the Bord of Directors, subparagraph III. «Prospects of the
Group».
SECTION 10: Events after the Financial Position Date
The following paragraphs present the significant events that took place after the end of
the financial year 2022 and up to the date of preparation of this Report:
Announcement of Regulated Information in accordance with Law 3556/2007
The Group’s objective via sustainable
development is to create value for both
the society and the environment. In this
framework the Group’s priorities comprise
the generation of sustainable products in
the context of the circular economy, the
increase in the utilization of recycled raw
materials, the investment in renewable
energy sources and the materialization of
actions that will contribute to the further
reduction of the environmental footprint.
The Group implements a specific policy
and strategy regarding sustainable devel-
opment and is committed to demonstrate
respect for the human factor, society and
the environment, in order to remain a reli-
able social partner. The approach towards
sustainable development is based on the
following six pillars: (i) Support circular
economy, (ii) Deal with climate change, (iii)
Empower human capital, (iv) Contribute
to society, (v) Operating with integrity, (vi)
Ensure business continuity. The main risks
along with the risk management policy,
as well as the performance and commit-
ments under the UN Sustainable Develop-
ment Objectives are presented in detail in
the corresponding annual reports of the
Sustainable Development and the Non-
Financial Information.
The Company following the relevant noti-
fication to the Company from March 10
th
,
2023, announced the following amend-
ments / developments on March 9, 2023:
1. Mr. Konstantinos Chalioris, shareholder
and Chairman of the Board of Directors
of the Company, transferred from his indi-
vidual share, to two “Joint Investor Shares”
(KEM), the first one jointly created with
his son Alexandros Chalioris and the sec-
ond one jointly created with his son Stav-
ros Chalioris (himself being the first ben-
eficiary in both “Joint Investor Shares”), a
total of 18,000,983 common registered
shares with voting rights, i.e. a percentage
of 41.153% of a total of 43,741,452 common
registered shares with voting rights of the
Company.
Annual Financial Report as of 31.12.2022
Page 47 of 268
Amounts in thousand Euro, unless stated otherwise
However, following the above, there was
absolutely no change in the number and
percentage of shares and voting rights
controlled by Mr. Konstantinos Chalioris,
who holds a total of 18,936,558 common
registered shares with voting rights of the
Company (and the same number of vot-
ing rights) a percentage of 43.292%. More
specifically, he holds 18,000,983 common
registered shares through the aforemen-
tioned “Joint Investor Share” and 935,575
common registered shares with voting
rights (percentage 2.139%) through his
Personal Investment Account.
2. Mr. Stavros Chalioris, son of Konstan-
tinos, due to his participation in the
aforementioned “Joint Investor Share”
(which he holds jointly with Konstantinos
Chalioris) holds 9,000,491 common regis-
tered shares of the Company (percentage
20.577%), while he already holds 212,071
common registered shares with voting
rights (percentage 0.484%) in his Personal
Investment Account and,
3. Mr. Alexandros Chalioris, son of Kon-
stantinos, due to his participation in the
aforementioned “Joint Investor Share”
(which he holds jointly with Konstantinos
Chalioris) holds 9,000,492 common regis-
tered shares of the Company (percentage
20.577%), while he already holds 212,071
common registered shares with voting
rights (percentage of 0.484%) in his Per-
sonal Investment Account.
Proposed Dividend for the Year 2022
The Board of Directors of the Company,
with its meeting of 24.4.2023, unani-
mously decided to propose to the An-
nual Ordinary General Meeting of share-
holders the approval of the distribution
(payment) of the profits of the fiscal year
that ended on 31.12.2022 and in par-
ticular to propose the distribution (pay-
ment) to the shareholders of a dividend
of a total amount of 11,300,000.00 Euros
(gross amount), i.e. 0.2583361887 Euros
per share (gross amount) from the prof-
its of the fiscal year 2022 (01.01.2022-
31.12.2022), but also from profits of pre-
vious years.
Given that the Company, pursuant to
the relevant decision of the Board of
Directors dated 22.11.2022, has already
distributed to the shareholders the in-
terim dividend for the fiscal year 2022
of a total amount of 3,000,000.00 Euros
(gross amount), i.e. 0.0697835797 Euros
per share (gross amount), the Board of
Directors will subsequently propose to
the Annual Ordinary General Meeting
of shareholders the distribution of the
remaining amount of the dividend, and
in particular the amount of 8,300,000.00
Euros (gross amount), i.e. 0.1897513599
Euros per share (gross amount), which
gross amount per share will be increased
by the amount corresponding to the
treasury shares that the Company will
hold on the dividend cut-off date (and
which treasury shares are not entitled to
the payment of the dividend, by the pro-
visions of article 50 of Law 4548/2018, as
applicable.)
The Annual Ordinary General Meeting of
shareholders will take the final decision
concerning the approval of the above
proposal.
Page 48 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
SECTION 11: Corporate Governance Statement
The current Corporate Governance State-
ment is compiled according to the provi-
sions of a. 152 of L. 4548/2018, and a.18 of
L.4706/2020 Hellenic Corporate Govern-
ance Code, which was adopted and ap-
plied by the Company, and the decisions
of the Hellenic Capital Market Commission
issued by authorization of law 4706/2020,
constitutes special and separate section
of the Annual Management Report of the
Board of Directors and contains the entire
information required by the law.
Specifically, the structure of the present
Corporate Governance Statement (here-
inafter called as “Statement” or “CGS”) is
as follows:
I. Compliance Statement with the Cor-
porate Governance Code
II. Deviations from the Corporate Gov-
ernance Code and explanation of
such
III. Corporate Governance Practices ap-
plied by the Company apart from
those stated by regulatory frame-
work.
IV. Description of the internal control and
risk management system as regards
to the process for preparing financial
statements
V. Information regarding the Company’s
audit process (information stipu-
lated by items (c), (d), (f), (h) and (i) of
paragraph 1 of article 10 of Directive
2004/25/EC)
VI. Board of Directors and Committees
VII. General Meeting and Shareholders’
Rights
VIII. Sustainable Development Report
I. Compliance Statement with Hellenic
Corporate Governance Code
The Company applies the principles of
corporate governance, as they are defined
in the current legislative and regulatory
framework in general. In full compliance
with the provisions of article 17 of law
4706/2020 and article 4 of Decision No.
2/905/03.03.2021 of the Board of Directors
of the Hellenic Capital Market Commis-
sion, the Company proceeded based on
the relevant decision of the Board of Direc-
tors dated 16.07.2021 to the adoption and
implementation of the Hellenic Corpo-
rate Governance Code (hereinafter called
as the “Code”), which was drafted by the
Hellenic Corporate Governance Council in
June 2021 and is available at: http://www.
esed.org.gr/code-listed, to which (Code)
the Company states that it complies with-
out any deviations. The Company, by tak-
ing and applying the appropriate, neces-
sary and proper decisions and measures,
proceeded to its full, effective, substantial
and timely compliance and harmonization
with the provisions of Law 4706/2020 (Gov-
ernment Gazette A136/17.07.2020), which
laws substantially reformed and updated
the regulatory framework for corporate
governance, by upgrading the required
organizational structures and corporate
governance processes, increasing the
There are no other events after the Balance Sheet date that have a significant impact on the
financial statements of the Group.
Annual Financial Report as of 31.12.2022
Page 49 of 268
Amounts in thousand Euro, unless stated otherwise
principle of transparency and strengthen-
ing the confidence of shareholders and
the investors community in general, in or-
der for societe anonyms whose shares are
listed on the regulated market to meet the
increased demands of the modern capital
markets.
ΙΙ. Deviations from the Corporate
Governance Code
The Company, as mentioned above, taking
into account in each case the particulari-
ties of its organizational structure and op-
eration, decided to adopt and implement
the Hellenic Code of Corporate Govern-
ance. As the Code is applied on the basis
of the principle “Comply or explain”, which
requires companies that comply with the
Code to either comply with all of its provi-
sions, or to explain, with explanation, the
reasons for their non-compliance with its
specific special practices, while the expla-
nation of the reasons for non-compliance
should not be limited to a simple reference
to the practice with which the Company
does not comply, but should be justified in
a specific, definite, comprehensible, sub-
stantial and convincing manner. The com-
pany fully complies with the provisions,
special practices and principles defined
by the Hellenic Code of Corporate Govern-
ance without any deviations.
ΙΙΙ. Corporate Governance Practices
applied by the Company, apart
from those stated by regulatory
framewo
rk.
As regards to corporate governance is-
sues, the Company applies faithfully and
without any deviations the provisions of
laws 4548/2018, 4706/2020 and 4449/2017
as currently in force, as well as the Hel-
lenic Corporate Governance Code, the
provisions and regulations of which it has
as much as possible, incorporated in its
Articles of Association, its Internal Opera-
tion Rulebook, in the Rules of Procedure of
the Committees, in the Manual of Internal
Control and in all the individual proce-
dures and policies it has established and
implements.
At the present time there are no applica-
ble practices in addition to the provisions
of the law. Moreover, the Company applies
the above provisions and the Hellenic Cor-
porate Governance Code to the rules of
procedure of its committees, in other reg-
ulations, codes, procedures and policies.
Finally, it is noted that the Company is fully
harmonized with the provisions of the law
4706/2020 on corporate governance.
IV. Description of the internal control
and risk management system of the
Company and the Group as regards to
the procedure of preparing financial
statements and assessment results
The Internal Control System consists of
the functions established by the Group,
i.e. both the parent Company and all other
companies included in the consolidation,
in order to ensure the protection of its
assets, to identify and address the most
important risks it faces or may face in the
future, to ensure that the financial data on
the basis of which the financial statements
are prepared (separate and consolidated)
are correct, true and accurate, and also to
ensure that the laws and the applicable
regulatory framework are applied, as well
as the principles the procedures and the
policies adopted by the Management.
For the development of this System, the
Management of the Group, has reviewed
and implemented various Policies, Proce-
Page 50 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
dures and Rules, which have been includ-
ed in its Internal Operation Rulebook.
Its implementation covers the Manage-
ment of Potential Risks in relation to the
process of drafting Financial Statements
(separate and consolidated) in the follow-
ing three (3) areas:
1) Entity level controls applied by the
Company and each of the other
companies included in the consoli-
dation at a parent level,
2) Financial reporting process controls
implemented by both the Company
and all other companies included
in the consolidation during the
process of drafting financial state-
ments, separate and consolidated,
3) IT controls embedded into the in-
formation systems applied by the
Company as well as all other com-
panies included in the IT systems
framework.
Specifically:
1) Entity level controls
Role and Responsibilities of the Board of Di-
rectors: The Board of Directors decides on
any action that concerns management of
the Company, management of its assets
and in general on anything that relates to
the achievement of its objective and the
promotion of its business activities.
Additionally, the Board of Directors:
• Determines the main responsibilities
and the objective of each Division, so
that the CEO can then assign to each
Director the responsibility of allocat-
ing the above to his/her subordinates.
• Proposes to the General Meeting of
Shareholders to appoint the Compa-
ny’s External Auditors, in line with the
proposition of the Audit Committee,
and to define their remuneration.
• Is responsible to prepare a report with
detailed transactions of the Company
with its related parties, which is dis-
closed to the regulatory authorities.
• Is responsible for the preparation of
the Remuneration Report according
with article 112 of Law 4548/2018.
Preparation of Budget and Monitoring its Im-
plementation at the Board of Directors level:
The Annual Budget, which is also a guide
for the Group’s financial development, is
prepared on an annual basis (consolidated
and also per segment/subsidiary) and is
presented to the Company’s Board of Di-
rectors for approval. The reports with the
actual financial results are issued periodi-
cally, accompanied by the condensed re-
ports including the explanations of devia-
tions and are discussed at the Board level.
Internal Operation Rules: The Company’s In-
ternal Operation Rulebook is also the man-
ual for its Internal Control System, which
amongst others includes the following:
• Description and guidance on manag-
ing the different operations
• Control points in stand-alone proce-
dures
• Delegation of responsibilities
• Authorizations and limits of expense
approvals
• Ιnstructions for Controls on the main
sections of the Internal Control Sys-
tem.
The adequacy of the Internal Control Sys-
tem is monitored on a systematic basis
by the Audit Committee through regular
meetings that take place with the Inter-
nal Audit and the Risk and Compliance
Management Department in the context
of monitoring the Annual Audit Program
for the Company and the Group, which
Annual Financial Report as of 31.12.2022
Page 51 of 268
Amounts in thousand Euro, unless stated otherwise
is prepared based on the relevant risk as-
sessment.
2) Financial reporting process controls
In order to ensure that the financial data,
based on which the financial statements
of both the Company and the Group, are
correct, true and accurate, the Company
applies specific controls that include the
following:
• The postings from the Company’s ac-
counting department are performed
based on a specific process that re-
quires all receipts/invoices to be origi-
nal and carry the respective original
signed approvals.
• The Company maintains a Fixed Asset
Register in the Fixed Assets sub-sys-
tem and applies depreciation rules ac-
cording to the International Financial
Reporting Standards and Tax Rules in
effect.
• The Accounting Department carries
out periodic reconciliation of balances
of payroll, customers, suppliers’ ac-
counts, VAT, etc.
• The Group prepares the consolidated
budget on an annual basis. Each sub-
sidiary prepares the corporate budget
in alignment with the objectives of the
Group. These budgets shall be sub-
mitted to the Board of Directors of the
Company for approval.
• Each month a detailed financial re-
sults presentation is prepared per
segment/subsidiary and on a consoli-
dated Group level. This presentation is
submitted to the Company’s Manage-
ment.
• Companies that constitute the Group
follow common accounting standards
and procedures in line with the Inter-
national Financial Reporting Stand-
ards (IFRS).
• At the end of each period, the ac-
counting standards of the parent and
subsidiary companies prepare their
financial statements according to
the International Financial Reporting
Standards (IFRS).
• The Statutory departments of the
Group collect all the necessary data
from subsidiaries and plants, consoli-
dation entries are applied, and the
financial statements are prepared ac-
cording to the International Financial
Reporting Standards (IFRS).
• There are specific financial statements
closing processes, which include
deadlines for submission, responsibili-
ties allocation and update on the re-
quired actions before submission.
• The financial statements are audited
by external Certified Auditors whose
work is monitored by the Audit Com-
mittee, which then proposes their
approval to the Company’s Board of
Directors.
• The departments of Internal Audit and
Risk & Compliance periodically per-
form audits to confirm the accuracy,
completeness, and correctness of fi-
nancial statements.
3) IT controls
The Group IT Department is responsible
for supporting the Group’s and the Com-
pany’s IT applications. This Department
has established robust IT controls frame-
work, which ensures the support of the
short-term and also the long-term objec-
tives of the Company and the Group.
All applicable procedures are described
Page 52 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
in detail by the Company’s Internal Op-
eration Rulebook. It is noted that all the
companies of the Group follow the Group
Policies Manual and fully comply with its
basic principles, rules, and procedures, in
order to ensure the reliable and adequate
implementation of the control of informa-
tion systems of all companies within the
Group. The most important of these pro-
cedures are listed below:
• Βack Up Process (in Hardware): Ac-
cording to the Operation Rulebook,
the IT Service develops the appropri-
ate infrastructure and ensures that
such is compatible and backed by an
alternative application/system to have
a back-up in cases of damage in the
Company’s and the Group’s central IT
system.
• Safekeeping (Confidential) of the
Company’s and the Group’s Electronic
Files: The IT Department applies the
appropriate systems that ensure the
“non” leakage of the Company’s and
the Group’s IT data.
• Files – Software of the Central System:
Particular emphasis is given to the ac-
cess of the room where the Central
System is hosted, in order to allow
such access only by IT authorized em-
ployees. The access is controlled ad-
equately and at regular basis.
• Files –Software of the Peripheral Sys-
tems: Access to files and system soft-
ware is granted to specific individuals
with the use of personal passwords.
• Processes for Security of the Central
and Peripheral Systems: In the context
of protecting the Group’s IT system,
and taking advantage of the latest
technology available, the IT Depart-
ment applies advanced security prac-
tices, such as antivirus security soft-
ware, e-mail security, firewalls etc.
The Audit Committee of the Company
monitors the adequacy of the Company’s
Internal Control System on a continuous
basis, given that:
• It has approved the Company’s Inter-
nal Operation Rulebook which has
incorporated the appropriate Policies,
Processes and Rules that comprise the
Internal Control System applied by the
Company, including Group’s Policies
Manual, which concerns the common
policies and procedures applied by
the subsidiaries.
• The members of the Company’s Audit
Committee as well as the Members of
the Board of Directors are recipients of
the reports prepared by the Compa-
ny’s Internal Audit Unit and the Regu-
latory Compliance & Risk Management
Department of the Company. In these
reports, the Company and the Group’s
operations are assessed as well as the
adequacy of Internal Control Systems
applied.
Assessment of the Internal Control
System
According to article 14 par. 3 case j of Law
4706/2020 and nr. 1/891/ 30.9.2020 deci-
sion of the Board of Directors of the Hellen-
ic Capital Market Commission, as amend-
ed by nr. 2/917/17.6.2021 decision of the
Board of Directors of the Hellenic Capital
Market Commission as in force, a periodic
assessment of the Internal Control System
of the Company took place, in particular as
to the adequacy and effectiveness of the
financial information, on an individual and
consolidated basis, in terms of risk man-
agement and regulatory compliance, in
accordance with recognized compliance
and internal control standards, as well as
Annual Financial Report as of 31.12.2022
Page 53 of 268
Amounts in thousand Euro, unless stated otherwise
the implementation of the provisions on
corporate governance of Law 4706/2020.
This assessment was carried out by an in-
dependent auditor who meets the pro-
visions of Law 4706/2020 and the above-
mentioned decision of the Hellenic Capital
Market Commission’s Board of Directors, in
accordance with the relevant policy / pro-
cedure, for the periodic assessment of the
Company’s Internal Control System. In spe-
cific, the registered in Public Registry of ar-
ticle 14 of Law 4449/2017 auditing compa-
ny PRICEWATERHOUSECOOPERS Auditing
Company SA (AM SOEL 113) was appointed
pursuant to the decision of the Board of Di-
rectors of the Company of 11.03.2022, fol-
lowing the relevant proposal of the Audit
Committee of the Company of 08.03.2022,
together with the Board of Directors’ deci-
sion dated 16.07.2021, which determined
the significant subsidiaries included in the
scope of the assessment (namely, Thrace
Nonwovens & Geosynthetics S.A, Thrace
Plastics Pack S.A. and Don & Low Ltd).
The scope of the assessment , which was
decided by the Board of Directors of
the Company, included all the require-
ments set in chapter ii.b of the decision
1/891/30.09.2020 of the Hellenic Capital
Market Commission’s Board of Directors.
More specifically, the scope of the assess-
ment included the Control Environment,
the Risk Management framework, the Con-
trol Activities, the Information and Com-
munication framework and the Internal
Controls System Monitoring.
The Company’s Internal Control System
was assessed by the Certified Auditor-Ac-
countant Mr. Evangelos Venizelos (SOEL
Reg.Nr.39891), partner of PRICEWATER-
HOUSECOOPERS Auditing Company SA,
with a reference date of December 31,
2022.
According to the “Internal Control System
Adequacy and Effectiveness Assessment
Report” dated 20.03.2023 of the aforemen-
tioned Auditing Company, which was sub-
mitted to the Company after the comple-
tion of the assessment of the Company’s
Internal Control System, based on the work
carried out, as well as the evidence ob-
tained, with a reference date of December
31, 2022, nothing that could be considered
a material weakness of the Company’s In-
ternal Control System and its significant
subsidiaries has come to the auditing
company attention, in accordance with
the Regulatory Framework (article 14 par.
3 par. j’ and par. 4 of Law 4706/2020, Deci-
sion of the Board of Directors of the Capital
Market Commission nr. 1/891/30.9.2020, as
amended by the decision of the Board of
Directors of the Capital Market Commis-
sion nr. 2/917/17.6.2021 as in force).
Therefore, due to the absence of any mate-
rial findings, the provisions ii.c of the De-
cision of the Capital Market Commission’s
Board of Directors nr. 1/891/30.9.2020, as
amended by the decision nr. 2/917/17.6.2021
as in force, and of par. Α of the letter of the
LISTED COMPANIES DIVISION, Listed Com-
panies Supervision Department of the
Capital Market Commission with protocol
number 425/21.02.2022 with title: “High-
lights, clarifications and recommendations
regarding the actions of listed companies
in view of the publication of the Annual
Financial Reports and the implementation
of Law 4706/2020 “Corporate governance
of joint-stock companies, modern capital
market, incorporation into Greek legisla-
tion of Directive (EU) 2017/828 of European
Parliament and of the Council, measures
to implement Regulation (EU) 2017/1131
and other provisions” do not apply. Those
regulations and guidelines require that the
Corporate Governance Statement must in-
clude a response by the Company’s Man-
agement for the significant deficiencies,
Page 54 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
including a brief reference to the action
plans and the relevant timetable in place
to resolve them, as well as a brief reference
to the actions taken by the Company dur-
ing the reporting year to resolve the defi-
ciencies in question, based on the afore-
mentioned action plan.
Further to the above, and following the
Group’s annual strategy review/revision
performed, the assessment of the main
business risks faced by the Company with-
in the industry as well as the adequacy
of the internal control systems in place
which were performed by the Board of Di-
rectors of the Company at the end of the
fiscal year 2022 (01.01.2022-31.12.2022),
the Board of Directors concludes on the
following:
• the Company’s strategy and the busi-
ness plan are implemented properly
and according to the planning of the
individual Divisions, in order for the
Company to continue to stand out for
the promotion of innovative products
that meet the constantly evolving and
most demanding needs of its custom-
ers, creating value for its people, con-
tributing to the local community and
building relationships of trust,
• The main business and financial risk
areas of the Company as well as the
issues that may have a significant im-
pact on the financial statements of
the Company and Group, have been
reported in detail in the relevant Sec-
tion of the Board of Directors Report,
• The internal audit is carried out in
accordance with the current legisla-
tive and regulatory framework and
the principles of the Code of Ethics
and covers the main activities of the
Company, in order to assess in time
any deficiencies, errors, weaknesses
and possible fraud that may result in
a misappropriation and/or loss of as-
sets and verify the credibility of the
entity’s financial figures.
The Auditing Company, which is in charge
of carrying out the mandatory audit of the
annual and semi-annual financial state-
ments (stand-alone and consolidated), as
well as the issuance of the tax certificate,
provided to the Company the following
non-audit services during the closing year
2022 (01.01.2022-31.12.2022):
(a) Review of the procedures and inter-
nal controls to assess the compliance
of the company against the art.14 of
L.4706/2020 and the HCMC decision
1/891/30.9.2020.
(b) Evaluation of the Internal Control Sys-
tem in compliance with the provisions
set out in L.4706/2020 and the Hellenic
Market Capital Commission decision
1/891/30.9.2020 as per COSO compo-
nent.
(c) Report on agreed upon procedures re-
garding “Certificate of Conformity” of
“Thrace NonWovens & Geosynthetics
S.A.” to “EUROBANK SA” and “ALPHA
BANK” on 31.12.2021.
(d) Report on agreed upon procedures
regarding the “Certificate of Conform-
ity of “Thrace Plastics Pack SA” to “EU-
ROBANK”, “PIRAEUS BANK”, “NATIONAL
BANK OF GREECE” and “ALPHA BANK”
on 31.12.2020.
(e) Report on agreed upon procedures re-
garding the “Certificate of Conformity
of “Thrace Polyfilms SA” to “NATIONAL
BANK OF GREECE” on 31.12.2021.
(f) Execution of agreed upon procedures
regarding the Procedure for Inclusion of
Beneficiaries in Categories of Reduced
Charges of Special Fee for Reduction
Annual Financial Report as of 31.12.2022
Page 55 of 268
Amounts in thousand Euro, unless stated otherwise
of Gas Pollutant Emissions (ΕΤΜΕΑΡ), in
the context of the decision of the Dep-
uty Minister of Environment and Energy
“Government Gazette with Number B’
3152-30.07.2020” for the period from 01-
01 to 31-12-2019.
(g) Technical support on local tax and ac-
counting areas of Thrace Polybulk A.S.
However, the fact that the Auditing Com-
pany provided the above (non-audit) ser-
vices had no effect, direct or indirect, on
the independence, objectivity, integrity,
reliability and effectiveness of the statu-
tory audit, as the provision of the specific
services took place from a different team
of the said Auditing Company and from
other persons, who have no involvement
and participation in the process of con-
ducting the statutory audit of the finan-
cial statements (annual and semi-annual,
stand-alone and consolidated) where ap-
propriate, or were performed under ad-
equate safeguards and rules and by nature
these services cannot jeopardize their
independence, which is additionally en-
sured by the strict internal procedures and
protocols applied by the Auditing Com-
pany itself.
V. Information regarding the
Company’s control framework
(Information of items (c), (d), (f),
(h) and (i) of paragraph 1 of article
10 of Directive 2004/25/EC of the
European Parliament and the
Council, of 21
st
April 2004.)
Significant direct or indirect sharehold-
ings (including indirect shareholdings
through pyramid structures or cross-
participation) according to the defini-
tion of article 85 of Directive 2001/34/
ΕC
As regards to significant shareholdings in
the share capital and voting rights of the
Company, according to the definition of
article 85 of Directive 2001/34/EC and the
provisions of articles 9 up to 11 of Law
3556/2007, Mr. Konstantinos Chalioris on
31-12-2022 owned 43.29% of the Com-
pany’s share capital and voting rights and
Mrs. Efimia Chaliori owned 20.85% of the
Company’s share capital and voting rights
on 31-12-2022. No other individual or legal
entity has a shareholding of more than
5.00% of the Company’s share capital and
voting rights. Data regarding the number
of shares and voting rights of individu-
als owning significant shareholdings, has
been derived by the Shareholders’ registry
kept by the Company and the notifications
made to the Company by the shareholders
according to Law (and MAR).
Owners of any type of titles that pro-
vide special control rights and descrip-
tion of such rights
There are no securities, including the Com-
pany’s shares that provide owners with
special control rights.
Any kind of limitations on voting rights,
such as limitations on voting rights of
owners that hold a specific percent-
age or number of votes, the exercise
deadlines for voting rights, or systems
through which, with the cooperation
of the company, financial entitlements
that derive from the titles are distin-
guished from the ownership of the ti-
tles
The Company’s Articles of Association pro-
vides no limitations to voting rights deriv-
ing from its shares.
Rules governing the appointment and
replacement of the Board members as
well as the amendments of the Articles
of Association
Page 56 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
The rules included in the Company’s Ar-
ticles of Association, both as regards to
the appointment and the replacement
of Board Members and as regards to its
amendments, do not differ from those
stated by the L. 4548/2018 as it is in effect.
The authorities of Board members, spe-
cifically as regards to the ability to issue
or buyback shares
There is no special and permanent power
of the Board of Directors or some of its
members for the issuance of new shares or
the purchase of treasury shares according
to article 49 of law 4548/2018. The relevant
power and responsibility are given to the
Company’s Board of Directors by virtue
of a relevant decision of the Shareholders
General Meeting.
In accordance with this framework, the
Annual Ordinary General Meeting of the
shareholders of 21 May 2021 decided by
majority the approval of Company’s shares
buy-back program in accordance with the
provisions of article 49 of L. 4548/2018, as
in force, and in particular approved the
purchase within a period of twenty-four
(24) months from the date of adoption
of this resolution, namely no later than
21.05.2023, of a maximum of 4.341.876
common, registered shares, with a pur-
chase price range from fifty eurocents
(€ 0,50) per share (minimum price) to ten
Euro (€ 10,00) per share (maximum price).
V. Board of Directors and Committees
1) Composition of the Board of
Directors
According to article 7, paragraph 1 of its
Articles of Association, as in force after its
amendment by the Extraordinary General
Meeting of Shareholders of 19 March 2019,
for the purpose of harmonization with
provisions of Law 4548/2018, the Company
is managed by a Board of Directors (here-
after called as “the Board of Directors”)
which consists of seven to fifteen (7-15)
members. The members of the Board of
Directors are elected by the General Meet-
ing of shareholders, may be shareholders
or not and have a five-year term, which is
extended until the expiration of the term
within which the next Ordinary General
Meeting must convene and until a relevant
decision is taken, but in any case, should
not exceed a six-year term.
• In case of resignation, death or in any
other way loss of the capacity of a
Board member, the remaining mem-
bers may either elect members of such
in replacement of the above or may
continue the management and repre-
sentation of the Company without any
replacement, with the condition that
the number of the remaining mem-
bers is not less than half of the num-
ber of members during the time such
events occurred. The Board members
are not allowed to be less than three
(3).
• Without prejudice to the provisions of
Corporate Governance law 4706/2020
in case of electing a replacement, the
decision for the election is subject to
the disclosure requirements of article
13 of L. 4548/2018, as currently in ef-
fect, and is announced by the Board of
Directors at the next General Meeting,
which can even replace those elected,
even if the relevant issue had not been
included in the General Meeting agen-
da.
• The actions of the elected temporary
replacement are valid even if the Gen-
eral Meeting does not validate his/her
election or even if it has elected or not
Annual Financial Report as of 31.12.2022
Page 57 of 268
Amounts in thousand Euro, unless stated otherwise
another permanent member of the
Board.
• The term of the new Board member is
terminated when and whenever the
term of the replaced member would
have been terminated.
The Extraordinary General Meeting of
Shareholders of 11 February 2021 elected
a new 11-member Board of Directors for a
5-year term, i.e. until 11/02/2026, extended
until the date of the next Ordinary Gen-
eral Meeting and until a relevant decision
is being made, consisting of the following
members:
1. Konstantinos Chalioris of Stavros,
2. Theodoros Kitsos of Konstantinos,
3. Dimitrios Malamos of Petros,
4. Vassilios Zairopoulos of Stylianos,
5. Christos Shiatis of Panagiotis,
6. Christos-Alexis Komninos of Konstan-
tinos,
7. Petros Fronistas of Christos,
8. Georgios Samothrakis of Panagiotis,
9. Myrto Papathanou of Christos,
10. Spyridoula Maltezou of Andreas and
11. Nikitas Glykas of Ioannis.
Furthermore, during the Annual Ordinary
General Meeting, the election of Mr. Atha-
nasios Dimiou of Georgios, as the new
non-executive member of the Board of Di-
rectors in the position -and for the remain-
ing of the term (i.e. until 11.02.2026)- of the
resigned non-executive member Mr. Pet-
ros Fronistas of Christos was announced,
in accordance with the provisions of article
82 par. 1 of law 4548/2018, as in force.
The abovementioned election took place
during the meeting of the Board of Direc-
tors of the Company on July 28, 2021 and
following the relevant nomination of the
Remuneration and Nominations Commit-
tee of the Company, which took place in
accordance with the applicable Suitability
Policy and the procedures applied by the
Company. Following the above, the Board
of Directors of the Company was reconsti-
tuted into a body for the remainder of its
term, namely until February 11, 2026.
The minutes of the Board of Directors meet-
ing held on 28.07.2021with subject the re-
placement of the resigned non-executive
member Mr. Petros Fronistas of Christos,
was registered in the General Commercial
Register (G.E.M.I.) on 03.08.2021 with Reg-
istration Code 2596045, issued with proto-
col number 2415279/03.08.2021 following
the relevant announcement of the Minis-
try of Development and Investment (Gen-
eral Secretariat of Commerce & Consumer
Protection, General Directorate of Market,
Directorate of Companies, Department of
Supervision of Listed SAs & Sports SA).
It should be underlined that that there are
not any changes regarding the independ-
ent non-executive members of the Compa-
ny’s Board of Directors, who were appoint-
ed in the Extraordinary General Meeting
of Shareholders on February 11, 2021. The
non-executive members of the Board of
Directors are: 1) Theodoros Kitsos of Kon-
stantinos, 2) Georgios Samothrakis of Pa-
nagiotis, 3) Myrto Papathanou of Christos,
4) Spyridoula Maltezou of Andreas and 5)
Nikitas Glykas of Ioannis, who all meet in
their entirety the criteria of independence
set by the existing legal provisions (article
9, par.1 and 2 of Law 4706/2020), namely:
(a) They do not hold directly or indirectly
a percentage of voting rights greater
than 0.5% of the Company’s share capi-
tal; and
(b) They are free from any dependent rela-
Page 58 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
tionship with the Company or persons
affiliated with it and do not maintain
any financial, business, family, or other
relationship, which may affect their de-
cisions and their independent, objec-
tive and fair judgment.
The Company has adopted and imple-
ments the Procedure for Ensuring Inde-
pendence and Disclosure of Dependent
Relationships of the Independent Non-
Executive Members of the Board of Direc-
tors in accordance with the current legal
framework. The purpose of this Procedure
is to ensure that the Independent Non-Ex-
ecutive Members of the Board of Directors
meet throughout their term the criteria
of independence and any dependent re-
lationships of themselves or persons who
have close relations with these persons are
on time notified to the Company.
The Board of Directors take all the neces-
sary measures to ensure compliance with
the above Independence Criteria. The
Board of Directors with the support of the
Remuneration and Nominations Commit-
tee and the Department of Compliance &
Risk Management reviews the fulfilment
of the Independence Criteria of the Inde-
pendent Non-Executive Members at least
annually per financial year and before the
publication of the annual Financial Report,
which includes the relevant verification. In
the event that during the audit of the ful-
filment of the independence criteria or in
case at any time it is ascertained that the
independence criteria have ceased to ex-
ist in the person of any Independent Non-
Executive Member or this Member makes
a relevant statement to the Company, the
Board of Directors takes the appropriate
steps to replace him/her without delay,
following a nomination by the Remunera-
tion and Nominations Committee.
Each Independent Non-Executive Board of
Directors Member submits to the Remu-
neration and Nominations Committee an-
nually, an affirmation statement regarding
the fulfilment of the criteria of independ-
ence by him/her, without however the
Company being satisfied exclusively with
the submission of the declaration accord-
ing to the above.
The Board of Directors of the Company,
after a thorough examination with the as-
sistance of the Remuneration and Nomi-
nations Committee for the fulfilment by
the independent non-executive members
of the independence conditions defined
by article 9 par. 1 and 2, declares and con-
firms that both during the fiscal year 2022
(01.01.2022-31.12.2022) and on the approv-
al date of the present, the independent
non-executive members, and in particular
Messrs. Theodoros Kitsos, Georgios Samo-
thrakis, Myrto Papathanou, Spyridoula
Maltezou and Nikitas Glykas, fully meet
the criteria of independence set by the
current legislative and regulatory frame-
work in general.
The following table presents the mem-
bers of the eleven-member (11-mem-
ber) Board of Directors in effect:
Annual Financial Report as of 31.12.2022
Page 59 of 268
Amounts in thousand Euro, unless stated otherwise
Member Position in the Board
Date of election/
appointment
Expiry of
tenure
Konstantinos Chalioris Chairman, Executive Member 11.02.2021 11.02.2026
Theodoros Kitsos
Vice Chairman, Independent
non-executive member
11.02.2021 11.02.2026
Dimitrios Malamos
Chief Executive Officer,
Executive member
11.02.2021 11.02.2026
Vassilios Zairopoulos Non-executive member 11.02.2021 11.02.2026
Christos Shiatis Non-executive member 11.02.2021 11.02.2026
Christos-Alexis Komninos Non-executive member 11.02.2021 11.02.2026
Athanasios Dimiou Non-executive member 28.07.2021 11.02.2026
Georgios Samothrakis
Independent non-executive
member
11.02.2021 11.02.2026
Myrto Papathanou
Independent non-executive
member
11.02.2021 11.02.2026
Spyridoula Maltezou
Independent non-executive
member
11.02.2021 11.02.2026
Nikitas Glykas
Independent non-executive
member
11.02.2021 11.02.2026
From the above members, all individuals have Greek nationality besides Mr. Christos
Shiatis and Mr. Christos-Alexis Komninos who have Cypriot nationality.
Particularly and in accordance with the above, the Board of Directors of the Company
consists of:
• 2/11 (18.18%) executive members
• 4/11 (36.36%) non-executive members
• 5/11 (45.45%) independent, non-executive members
• 2/11 (18.18%) women (fulfilling however the requirements of Article 3, of L.4706/2020,
for adequate representation per gender in the Board of Directors).
Page 60 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
It is pointed out that the composition of
the new Board of Directors is fully harmo-
nized with the requirements, criteria and
regulations of the new law 4706/2020 on
corporate governance.
Furthermore, the composition of the new
Board of Directors of the Company fully
covers the proper and effective exercise of
its duties and responsibilities, reflects the
size, organization and type of operation
of the Company, achieves adequate staff-
ing of both existing and new Committees
instituted to strengthen the supervisory
role of the Board of Directors, and is dis-
tinguished for the diversity of knowledge,
skills, qualifications and experience, ele-
ments which can contribute decisively to
the promotion and achievement of busi-
ness goals, plans and the implementation
of the Company’s business strategy.
Description of the suitability and diver-
sity policy with regard to the adminis-
trative bodies of the Company
Given the fact that the Board of Directors
is the highest administrative body of the
Company, which is responsible for the
safeguarding of the broader corporate in-
terests, the policy making and the growth
strategy of the Company as well as for the
strengthening of the long-term economic
value of the Company, it is very essential
for the particular body to possess, with re-
gard to its composition, a diversity of skills,
views and abilities which at the same time
respond to the need to effectively attain
corporate goals.
The Company has a Suitability Policy for
the members of the Board of Directors,
which is approved by its Board of Direc-
tors and includes at least the provision of
diversity criteria for the selection of the
members of the Board of Directors and the
Senior Executives.
The Suitability Policy, which was approved
by the Annual Ordinary General Meeting of
Shareholders on May 25, 2022, is posted on
the Company’s website www.thracegroup.
com, while its scope includes the members
of the Board of Directors (executive, non-
executive, independent non-executive) as
well as the members of the Board Commit-
tees. The Suitability Policy aims to support
the Company’s interests, ensuring quality
staffing, efficient operation, and fulfillment
of the role of the BoD, as a collective body.
I. Individual Suitability
Specifically, individual suitability is as-
sessed based on the following criteria:
Annual Financial Report as of 31.12.2022
Page 61 of 268
Amounts in thousand Euro, unless stated otherwise
Guarantees of Ethics and Reputation
— Good Reputation (Reliability and Integrity, Consistency, Personal Weight)
Conflicts of Interest
— Financial interests / incentives
— Personal or professional relationships with members of the Company
— Personal or professional relationships with related external stakeholders (e.g. liaison
with important suppliers, consultants, etc.)
Availability of sufficient time
— Systematic participation in BoDs and Committees
— Limitation on the number of positions held as members of the Board of listed com-
panies, including Thrace Group companies, with a limit of four (4) outside the Group
— Flexibility and adaptability to attending special meetings
— Preparation and in-depth analysis of BoD meeting’s topics
— Preparation of propositions and writing presentations on BoD topics
Furthermore, the individual eligibility criteria include the following:
Knowledge and competencies / skills
— Teamwork and Collaboration: The ability to collaborate harmoniously, complemen-
tary, actively communicating in order to contribute to the Group's goals achievement
— Entrepreneurial thinking: Perception of business risks and growth opportunities that
could create a competitive advantage for the Group
— Strategic thinking: Active participation in the formulation of the Group's strategy and
monitoring of its implementation as well as the possibility of evaluation and active
participation in the approval of strategic plans
— S pecialized know-how in specific areas (e.g. Auditing or Accounting for the Audit Co-
mittee members, environmental issues, venture capital, and generally pre-selected
areas that need to be reviewed on a regular basis)
— Contribution to the sustainability improvement
— Adoption of the corporate culture and Company’s values
— Understanding the legal framework and corporate governance issues
— Ability to recognize and focus on the important factors that lead to the Company’s
sustainability and prosperity
— Innovation: The ability to think and see things from a new and innovative perspec-
tive, identify and inform about new technologies and market trends oriented to the
Group’s benefit
— Flexibility and adaptability: The ability to adapt and work effectively in a changing
environment
Impartiality of judgment
— Objectivity, Courage, belief and vigor, Individual judgement (avoiding “groupthink”).
Page 62 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
II. Collective Suitability
Regarding the collective suitability the
composition of the BoD, must ensure the
effective management and balanced de-
cision-making, with members who have
complementary abilities and skills and re-
main in full compliance with the Compa-
ny’s strategies. There are specific prerequi-
sites, which are diversity, multi-collectivity
(representation from different fields of ac-
tivity and accumulation of a wide range of
knowledge and skills), adequate represen-
tation by gender as stipulated by respec-
tive legislation, representation without ex-
clusion due to any kind of discrimination
(e.g. gender, race, religion or belief, etc.).
At the same time, all necessary actions are
taken in order BoD members to be able to
actively participate in strategic planning,
identify and manage risks and understand
Corporate Governance issues and related
legislation, financial reports and technol-
ogy activities.
From the time of the Company’s establish-
ment and until today, the entire members
of the Board of Directors fulfill all neces-
sary conditions and have set the foun-
dations in order to be granted with the
capacity of the member of the Board of
Directors. At the same time, they are dis-
tinguished for their high professional skills,
educational level, knowledge, capabilities,
experiences, and their organizational and
administrative abilities, and at the same
time they possess high standards of ethics
and integrity of character.
The members of the board of Directors
cover a broad range in terms of age ef-
fectively combining their dynamics and
experience (indicatively between 43 and
79 years old). The members, in their ma-
jority, are holders of graduate and post-
graduate degrees of domestic as well as of
international universities, have worked in
high ranked positions of major companies
domestically and abroad, meaning com-
panies activating in a variety of business
sectors. They have also Senior Executives
large organizations and as a result they
possess significant international experi-
ence in the corporate as well as the broader
social fields and are in position to actively
contribute to the growth prospects of the
Group in the geographical areas in which
it activates. They finally fulfill the require-
ments of suitability as well as the criteria
with regard to the Group’s effective staff-
ing and operation.
The current composition of the Board of
Directors aims undoubtedly at the best
possible facilitation of corporate goals, as
it increases the pool of skills, experience,
and vision that the Company has for its
highest-ranking personnel, and conse-
quently its competitiveness, productivity
and innovation.
The current 11-member Board of Directors
of the Company consists of 9 men and 2
women and was elected in the framework
of the decision of the Company’s Manage-
ment for immediate, substantial and effec-
tive compliance and harmonization with
the provisions of the new law 4706/2020
on corporate governance and in particu-
lar its provisions which define suitability,
diversity and, above all, adequate repre-
sentation by gender on the Board of Direc-
tors. The presence of two women among
the members of the Board of Directors
covers the statutory percentage (25%) of
adequate representation by gender (with
rounding to the previous whole number,
in case of a fraction, as defined in Article 3,
of Law 4706/20).
Annual Financial Report as of 31.12.2022
Page 63 of 268
Amounts in thousand Euro, unless stated otherwise
The Board of Directors
Members Gender / Age Education Nationality Independence
11 Members
9
Men
2 Women
Specialization
9
Greek
2
Other
nationality
45.45% Independent
non-executive
members
43 - 79 years old
The Company, in the context of the adop-
tion of the corporate governance best
practices provided by the new CCG, en-
sures the application of the diversity crite-
ria included in the current and approved
by the annual Ordinary General Meeting of
shareholders on May 22
nd
, 2022, Suitability
Policy not only among the members of its
Board of Directors, but also to its senior
executives.
In particular, the Human Resources De-
partment, which aims to attract and retain
the appropriate human resources and con-
tinuously increase its efficiency and effec-
tiveness through the implementation of
modern procedures, policies and practices
of evaluation, recruitment, training and re-
muneration, ensures faithful and strict ap-
plication of the diversity criteria to senior
management, in order to ensure:
(a) the avoidance of outdated and anachro-
nistic social stereotypes in the process
of assessing the specific qualifications
and suitability of senior management
in general; and
(b) the integration of innovative approach-
es and ideas into the selection process
of such executives.
The fundamental criteria of the intended
diversity regarding the selection and eval-
uation of senior executives are as follows:
• adequate gender representation of
at least 25%, to the extent and timing
that this criterion is applicable; and
• the prohibition of exclusion of a can-
didate for senior management, due to
different gender, race, color, ethnic or
social origin, religion or belief, prop-
erty, birth, disability, age or sexual
orientation.
The main criteria for selecting the top ex-
ecutives employed in the Company are the
adequacy of knowledge and skills, namely
the satisfactory background of theoretical
education and training, the appropriate
professional experience, the guarantees
of ethics and reputation, the integrity and
objectivity, and the general skills of the
candidate as well as the knowledge of the
business model, the culture and the more
specific principles of the Company, in order
to form a diverse team of senior executives
with a sufficient degree of differentiation,
which will be able to take full advantage of
market opportunities and effectively man-
age the risks the Company the Company
must cope with, or may cope with during
the development of its activities.
The condensed CVs of the Company’s
Board members are as follows:
Page 64 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Konstantinos Chalioris,
Chairman of the Board of Directors,
Executive Member
He possesses a professional experience of
40 years and has gained very good knowl-
edge of the industry and the international
market. Since 2009, he holds the position
of the Chairman of the Board of Directors.
Following the decision of the Board of Di-
rectors as of October 14, 2020, Mr. Chalioris
remained Chairman of the Board of Direc-
tors and also assumed the position of Chief
Entrepreneur. The specific position, which
was added to the organizational chart of
the Group aims to ensure the continuation
of the profitable growth of the Group in
areas that fall both in the existing activities
of the Group and in new beneficial activi-
ties in the future. The creation of this po-
sition and its assumption by Mr. Chalioris,
who has a significant career and valuable
experience in “entrepreneurship”, will en-
sure the future development of the Group.
Theodoros Kitsos,
Vice-Chairman of Board of Directors,
Independent Non-Executive Board
Member
He holds a BSc degree from the Economics
Department of the National and Kapodis-
trian University of Athens and an MBA de-
gree in finance from the Wagner College of
USA. He started his career in Unilever Hellas
and also in other companies of the Group
located abroad where he worked in United
Arab Emirates, Saudi Arabia and Holland.
He returned to Greece in 2005 where he
worked as General Manager of Human Re-
sources and Organization at PPC (DEI) SA.
In a later stage he held the position of Dep-
uty General Manager of Human Resources
at Eurobank Group. By the end of the year
2007, he returned to Unilever Group based
in London undertaking the duties with
regard to the global organizational plan-
ning of the Company, whereas in year 2010
he moved to Unilever Russia, Ukraine and
Belarus based in Moscow where he held
the position of Vice President responsible
for issues of human resources and organi-
zation, implementing successfully at the
same time the acquisitions and mergers of
three companies active in the production
and trading of consumer products. Since
the summer of 2015, he worked at the
headquarters of Unilever in London hav-
ing assumed a plethora of duties in the ar-
eas of Finance, Law, Technology and Sup-
port Services on global level, up until 2020,
when he completed his collaboration.
Dimitrios Malamos,
Chief Executive Officer, Executive
Member
He graduated from the Athens College in
1993. He studied in Great Britain from 1993
to 1998. He holds a BA (Hons) in Business
and Financial Economics from Stafford-
shire University a postgraduate ΜΒΑ de-
gree from University of Kent in Canterbury.
From 2000 to 2007 he worked in Pricewa-
terhouseCoopers in the area of Manage-
ment Consulting servicing companies of
the private and public sector where he
gained significant experience in the fields
of budgeting and reporting, financial anal-
ysis and internal restructuring. During the
period 2007-2009 he worked in National
Bank of Greece in the Accounting & Fi-
nance division, and he returned to Price-
waterhouseCoopers in the area of Man-
agement Consulting. From June 2010 to
March 2020, he worked at Thrace Group as
a Group CFO. From March 2020, Mr. Mala-
mos took over the duties of Deputy Group
CEO, while from October of the same year
he holds the position of CEO of the Com-
pany and the Group (Group CEO).
Annual Financial Report as of 31.12.2022
Page 65 of 268
Amounts in thousand Euro, unless stated otherwise
Vasileios Zairopoulos,
Non-Executive Member
He began his career in 1983 in the apparel
and footwear sector. He assumed the po-
sition of Director of Design and Collection
for a leading company in the kids apparel
market. In a later stage he also became
responsible for the planning and coordi-
nation of production. He then moved to
the business development department
of a large retail store chain where he also
undertook the broader supervision of the
retail business activity, including the store
design, the order and supply process, the
management of the sales team, the mar-
keting and promotion, as well as the budg-
eting. He was also engaged in the areas
of strategic consulting, negotiations, mar-
keting management and financial plan-
ning, before moving to establish its own
consulting firm. During the past 10 years,
Mr. Zairopoulos activates as consultant,
through his firm, in the areas of strategic
consulting, startups, business planning, in-
vestment evaluation, international negoti-
ations, pricing and communication. Apart
from his professional activities in Greece,
Mr. Zairopoulos has also collaborated with
two American multinational corporations,
namely Columbia Sportswear and New
Balance. He received IB Diploma from UWC
Atlantic College in 1979 and BSc in Man-
agement from Bath University in 1983.
Christos Shiatis,
Non-Executive Member
An Associate Member of the Fellows of
Chartered Accountants of England and
Wales. He is a Certified Public Account-
ant by the Cyprus Institute of Chartered
Accountants and Member of the Hel-
lenic Association of Certified Accountants
(SOEL). He began his career in 1981 at the
auditing firm Kostouris – Michailidis (Grant
Thornton) in Athens. In 1993 he became
Managing Partner of the Greek company
and in 1997 he assumed the position of
Territory Senior Partner at the company
that resulted from the merger of Kostouris-
Michailidis and Coopers & Lybrand. In 1998
he was elected Chairman and Chief Execu-
tive Officer of the company Pricewater-
houseCoopers in Greece. At the same time
he was exercising his Management re-
sponsibilities at the above auditing firms,
Mr. Shiatis provided advisory services also
to senior management of large firms.
Athanasios Dimiou,
Non-Executive Member
He graduated from the School of Chemi-
cal Engineering of the Aristotle University
of Thessaloniki in 1986. From 1989 to 1996
he worked for the companies PLASTIKA
MAKEDONIAS SA and AG.PETZETAKIS ini-
tially in the field of Quality Control and the
development of new products and then his
duties were expanded where he was trans-
ferred to the position of Technical Director
and Technical Services Director. From 1996
to 1998 he assumed the position of Plant
Manager in the shoe manufacturer trad-
ing company MOURIADIS SA, a company
listed on the Athens Exchange, Greece,
and since 1998 he worked as Plant Man-
ager of THRAPLAST SA which mainly pro-
duces flexible packaging products made
of polyethylene (current Thrace Polyfilms).
In 2000 he started in PLASTIKA THRAKIS
SA as a Production Manager at the group’s
facilities in Xanthi and in 2004 he took over
the duties of Plant Manager in the facilities
of Magiko complex in Xanthi, a position he
held until 2010. Since then, he has been
the Managing Director THRACE NONOWO-
VENS & GEOSYNTHETICS SA. At the same
time, he remains an active member of the
Technical Chamber of Greece (TCG), and in
Page 66 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
the past he was a member of the Hellenic
Company of Business Administration and
the Institute of Production Management.
Christos-Alexis Komninos,
Non-Executive Member
He was born in Constantinople. In 1971 he
graduated from the Polytechnic University
of Constantinople (I.T.U.) with a degree in
Chemical Engineering (MSc). In 1972 he
moved to Greece and was recruited to
Coca-Cola TRIA EPSILON, where until 1987
he held several positions. From 1987 to
1990 he served as Chief Executive Officer
of Coca-Cola Bottlers Ireland (a subsidiary
of TRIA EPSILON). In 1990 he returned to
Greece and in 1995 he was appointed Chief
Executive Officer, a position he held until
2000. From 2000 to 2004 he was Chairman
and Managing Director of PAPASTRATOS
SA. After the acquisition of Papastratos
by PHILIPMORRIS S.A. he participated vol-
untarily at the ATHENS 2004 Organizing
Committee of the Olympic Games as the
Head of the Organization of the Opening
and Closing Ceremonies of the 28th Olym-
piad. From 2005 to February 2010, he held
the position of Executive Vice President
of SHELMAN S.A. and ELMAR S.A. From
December 2011 until February 2014 Mr.
Komninos held the position of Chairman
of the Board of Directors of Hellenic Petro-
leum SA (ELPE). Mr. Komninos also in the
past served as Vice President of the Board
of Directors and member of the Executive
Committee of the Association of Enter-
prises and Industries (SEV), member of the
Board of Directors of FINANSBANK (Turkey)
and of ANADOLU EFES (Turkey), and he is
also member of the Board of Directors of
Elval Chalkor SA of the VIOHALCO Group.
He speaks English, French, Italian and
Turkish
Georgios Samothrakis,
Independent Non-Executive Board
Member
He is a graduate of the Athens University of
Economics and Business (ASOEE) and for-
mer Certified Public Accountant, special-
izes in tax issues and tax strategy of Greek
and multinational companies, while has
been extensively involved in regular and
extraordinary audits of commercial and
industrial enterprises. He began his career
in 1965 at the National Bank of Greece and
in 1972 moved to Coopers & Lybrand (now
PwC) to set up the Tax Services depart-
ment where he remained head until 2006.
For a number of years, he was also Chair-
man of the Board of PwC. He is a member
of the Supervisory Board of the Body of
Certified Public Accountants (SOEL) where
he is actively involved in the formation of
the audit - accounting institutional frame-
work in Greece. He has been President of
the Fédération des Experts Comptables
Méditerranéens, President of the Hellenic
Institute of Economic Management (IOD),
Member of Committees of the Ministry of
Economy and Finance for the implementa-
tion of IFRS in Greece, the simplification of
the Greek Code of Accounting Books and
Records as well as the integration of the
new 8
th
Directive, and also Member of the
Chamber of Commerce, while during the
last years he has also been the Chairman
of the Audit Committee of the Company.
Myrto Papathanou,
Independent Non-Executive Member
She studied Economics at the City Univer-
sity of London and holds a Master’s De-
gree in Economics from the Imperial Col-
lege Management School in London and
an MBA from the INSEAD Business School.
She began her financial career in London,
Annual Financial Report as of 31.12.2022
Page 67 of 268
Amounts in thousand Euro, unless stated otherwise
where she worked as a Fixed Income Strat-
egist for Bank of America / Merrill Lynch
and as a credit risk analyst for Dresdner
Kleinwort Wasserstein.
She was a member of the Board of Direc-
tors of Think Silicon SA, while today she is
member of the Board of Directors of Ferry-
hopper SA, Advantis Medical Imaging BV,
Better Origin Ltd and Gommyr Power Net-
works Ltd, which are active in the fields of
transport, sports technology, health tech-
nologies and renewable energy sources.
Since 2007 she has been working as a busi-
ness development manager at CPI and
since 2011 she has been developing her
own business activity in technology and
as a consultant and investor in other com-
panies. She is the founder of Metavallon
VC, while she has been the Chief Financial
Officer and Head of Corporate Develop-
ment at the EFA Group, which is active in
Aerospace & Defense and other high-tech
sectors.
She is the first investor from Greece to
emerge as Kauffman Fellow (Silicon Valley),
a network that selects the best investors in
the world. She is on Fortune Greece’s list of
the 40 entrepreneurs who innovated and
excelled for 2020. She received the Leader
of the Year award from Linkage Greece
in 2016 in recognition of its outstanding
leadership ability and contribution to busi-
ness and society development.
She has also worked in the non-profit
space, co-founding Ethelon and seeking
funding for the microcredit organization
Action Finance Initiative, while as board
member of the organization Women-on-
top she has developed Microfinance pro-
grams in Kenya and Nicaragua for wom-
en’s empowerment.
Spyridoula Maltezou,
Independent Non-Executive Member
She holds a degree in Chemical Engineer-
ing from the Aristotle University of Thes-
saloniki and a PhD in Environmental Eco-
nomics from the University of the Aegean.
Her doctoral dissertation was entitled “Re-
cycling - Environmental Value”.
She started her professional career in 1999
in the Region of Achaia as head of the de-
partment and special advisor on environ-
mental issues. Then, in 2003, she worked
at the Ministry of Environment as a Special
Environmental Engineer, while she was a
founding member of the “Unit for Alterna-
tive Management of Packaging Waste and
Other Products”, acquiring a specialty in
Environmental Economics. During this pe-
riod, she was the representative of Greece
in EU Legislative Committees on waste
management and recycling and member
of European and International Committees
on the environment and sustainable de-
velopment. From 2010 to 2013 she worked
as an Environmental Inspector at the Min-
istry of Infrastructure, Transport and Net-
works, where she supervised major public
road projects throughout Greece in terms
of implementing the environmental legal
framework. She has been a consultant on
environmental issues and on the creation
of management systems in many compa-
nies in Greece, while since 2016 she has
been working as Senior Chief Inspector of
the International Organization for the Cer-
tification of Registrars and Industrial Ser-
vices of Lloyd’s.
She has extensive experience in the con-
trol and compliance inspection of ISO
standards and compliance with existing
legislation (Senior Auditor) and in-depth
knowledge of environmental policies
and regulations as well as legislation and
Page 68 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
regulations related to environmental pro-
tection. Since February 2019, she has been
working as Head of Audit of the Regulation
for monitoring, reporting and verification
of carbon dioxide emissions (MRV Regula-
tion) and IMO DCS Technical Code in the
international organization Lloyd’s, and
was member of the Professional Accredi-
tation Program of the International Water
Resources Management Alliance (AWP) of
Scotland.
Her professional dedication and adapt-
ability have provided a continuous path in
the design, management, inspection and
improvement of Environmental and Waste
Management systems. She also deals with
the Inspection of Quality, Environment and
Health & Safety at work, according to the
ISO certification procedures as it has been
trained as a Head of Control according to
the standards of the International Water
Resources Management Alliance (AWP).
Nikitas Glykas,
Independent Non-Executive Member
He holds a BSc degree in Physics from the
University of Athens and postgraduate
degrees from the Lancaster University in
1990 and Harvard University in 2006. Un-
til the year 2005 he held the position of
Peripheral Manager of Eastern Europe for
MAILLIS SA. Since 2006 and until 2009,
as Member of the Board of Directors and
member of the senior management of
SHELMAN SA, being responsible for both
the Company and its affiliates, he promot-
ed the restructuring and the broader rede-
sign of the Group’s operating procedure
achieving especially positive results amid
recession conditions in the timber sector.
Since the year 2009 he has held various
positions in HTC Group, whereas from Oc-
tober 2015, and assuming higher duties,
he holds the position of the Head for the
region of Middle East and Africa based in
Dubai with direct reporting to the Group’s
headquarters in Taiwan. He is considered
a senior executive with international expe-
rience, deep knowledge of the European
markets as well as of the markets of Middle
East and Africa, who manages effectively
different cultures and holds records in the
achievement of sales and the penetration
of new and existing geographic markets.
Since 2019, he has been serving a Vice
Chairman of XR SPACE Co LTD based in
Taiwan.
The condensed CVs of the top executives
of the Company are as follows:
Dimitris Fragkou,
Group Chief Financial Officer (CFO) &
Secretary of the Board of Directors of
the Company
He studied Business Administration at the
Athens University of Economics and Busi-
ness (AUEB), from which he graduated in
2002. From 2006 to 2008, he studied Ac-
counting and Finance (specializing in Fi-
nance), obtaining a Master’s Degree from
the Athens University of Economics and
Business (AUEB). He is also a Certified Pub-
lic Accountant, as he became a member in
2012 of the Association of Chartered Cer-
tified Accountants - ACCA. He started his
professional career, for a short period of
time from shipping banking, while at the
end of 2003 he joined PwC. At PwC, he
worked in the Consulting Division, gain-
ing significant experience in the areas of
budgeting, financial information, financial
analysis, process optimization, transition
to new integrated information systems,
and treasury operations. In 2014 he joined
the Department of Business Process Out-
sourcing, gaining experience in account-
ing procedures, tax compliance and finan-
cial reporting to the Authorities (statutory
Annual Financial Report as of 31.12.2022
Page 69 of 268
Amounts in thousand Euro, unless stated otherwise
reporting). He has worked for a number of
listed and private companies in the con-
struction, energy, shipping and industrial
sectors. From March 2020, he joined Thra-
ce Group as Chief Financial Officer.
Christina Diamanti,
Group Chief People Officer
Christina joined Thrace Group in Septem-
ber 2022 as Group Chief People Officer,
with a background in the FMCG sector
and the food industry. In the past 22 years,
Christina held various human resources
roles in supply chain, manufacturing and
selling organizations. She has held assign-
ments in Greece, in the Middle East and
the regional headquarters in Switzerland
where she got a rounded experience of
different business areas and managed
many organizations effectiveness, leader-
ship development, change and restruc-
turing projects across multiple European
markets. In her last role, she led Human
Resources for the Distributor Markets or-
ganization across the Nordics, Central and
Eastern Europe and Iberia. She has studied
Business Administration and holds a Mas-
ter’s Degree from the Athens University of
Economics and Business (AUEB).
Ioannis Sideris,
Chief Sustainability Officer
He is a graduate of the Athens University
of Economics and Business with a spe-
cialization in Business Administration and
holds a Master’s Degree in Information
Systems Development from the London
School of Economics. He has significant
experience in the fields of sustainable
development, environmental protection,
and integrated solid waste management
in the context of the circular economy, as
he was the CEO of the Hellenic Recycling
Organization (EOAN) and for many years
responsible for environmental issues (lo-
cal Deputy Mayor of Environment in the
Municipality of Agia Paraskevi). In the past,
he has served as consultant specializing
in Information Systems Management at
PricewaterhouseCoopers.
Lambros Apostolopoulos,
Head of Internal Audit Unit
He is graduate of Varvakeio High School,
graduate of the Department of Business
Administration and Management of the
Athens University of Economics and Busi-
ness (BSc) and holds a Master’s Degree in
Finance & Business Economics from the
University of Portsmouth (MSc). He has
worked for many years in large corporate
groups in Greece and abroad. He has 15
years of active experience in internal au-
dit and is a certified Internal Auditor (CIA)
since 2013.
Michail Psarros,
Risk and Compliance Manager
He is a graduate of the Department of
Mathematics of the University of Patras,
holds a Master’s Degree in Finance from
the University of Leicester. He also holds
a professional certification as Compli-
ance Officer from TUV Austria. He started
his professional career, for a short period
of time as an Internal Auditor in a com-
pany in the financial sector, while from
May 2000 he worked in the Internal Audit
Department of the Group of Companies
of K. Filippou. Then in November 2005
he moved to the group Lafarge Cement
/ AGET IRAKLIS, where he worked in the
Internal Audit Department until Decem-
ber 2010, when he joined Thrace Plastics
Group as Internal Controller. During the
21 years of his employment in the Internal
Page 70 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Audit Departments in the above industrial
groups, he has gained extensive experi-
ence in the fields of Internal Audit, internal
control systems, risk & compliance man-
agement. From February 2022, Mr. Psarros
took over the duties as Risk and Compli-
ance Manager.
The following table shows the number
of shares held by each member of the
Board of Directors and seniors execu-
tives of the Company on 31/112/2022:
BoD members
Number of shares held
directly
Percentage of
shareholding
Konstantinos Chalioris 18,936,558 43.3%
Theodoros Kitsos - 0%
Christos-Alexis Komninos 25,000 0.1%
Dimitris Malamos 520 0.0%
Nikitas Glikas - 0%
Athanasios Dimiou - 0%
Vasileios Zairopoulos 160,023 0.4%
Spyridoula Maltezou - 0%
Myrto Papathanou - 0%
Georgios Samothrakis 27,000 0.1%
Christos Shiatis 60,000 0.1%
Senior Management & Members
of Audit Committee
Number of shares held
directly
Percentage of
participation
Dimitris Fragou - 0%
Christina Diamanti - 0%
Ioannis Sideris 40,000 0.1%
Lambros Apostolopoulos - 0%
Michail Psarros - 0%
Konstantinos Kotsililnis, Member of
the Audit Committee
- 0%
Konstantinos Gianniris, Member of
the Audit Committee
15,000 0.0%
In the following table, the professional commitments of the Board members are
presented:
Annual Financial Report as of 31.12.2022
Page 71 of 268
Amounts in thousand Euro, unless stated otherwise
BoD Member
Companies in which the BoD
members participate
Group Companies in which the
BoD members participate
Equity
shareholding
Position
Konstantinos
Chalioris
Civil non-Profit Company
Stavros Chalioris
50% Vice-Chairman of BoD
Xanthi Photovoltaic Park
S.A.
50%
Chairman & Chief
Executive Officer
EYTERPI S.A. -
Chairman & Chief
Executive Officer
ERATO S.A. 50%
Chairman & Chief
Executive Officer
THALEIA S.A. 50%
Chairman & Chief
Executive Officer
KLEIO S.A. -
Chairman & Chief
Executive Officer
EVNIKI MCPY 99% Legal Representative
AVDIRA MCPY 99% Chairman of BoD
THRACE YAGHTING SMPC 66% Partner & Administrator
THRACE LABEA SMPC 50% Partner
THRACE NONWOVENS &
GEOSYNTHETICS SA
Chairman of BoD
DON & LOW LTD Member of BoD
ARNO LTD Chairman of BoD
THRACE PLASTICS PACK SA 4.71% Chairman of BoD
SYNTHETIC HOLDINGS LTD Chairman of BoD
THRACE SYNTHETIC PACK
-
AGING LTD
Member of BoD
THRACE GREENHOUSES SA
Chairman of BoD &
Managing Director
TRIERINA TRADING LTD Director
THRACE IPOMA AD Chairman of BoD
THRACE POLYBULK AB Chairman of BoD
THRACE POLYBULK AS Chairman of BoD
LUMITE INC Chairman of BoD
THRACE SYNTHETIC TEX
-
TILES LTD
Director
THRACE POLYFILMS SA Chairman of BoD
Theodoros
Kitsos
AMALTHEA SMPC 35% Partner
COLLEGE LINK PRIVATE
COMPANY
1%
Christos Alexis
Komninos
T.K.K. CONSULTANTS LTD 100% Director
ELVAL - CHALCOR Member of BoD
Page 72 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
BoD Member
Companies in which the BoD
members participate
Group Companies in which the
BoD members participate
Equity
shareholding
Position
Dimitrios
Malamos
DYNAMIC
CONSTRUCTIONS V.
ZARIFOPOULOS S.A.
- Chairman of BoD
IOANNIS FILIPPAIOS S.A. - Member of BoD
ΖΙΤΑ MCPY 1% Vice Chairman of BoD
THRACE GREENHOUSES SA
Member of BoD
THRACE POLYBULK AS Member of BoD
THRACE SYNTHETIC
PACKAGING LTD
Member of BoD
THRACE IPOMA AD Member of BoD
THRACE NONWOVENS &
GEOSYNTHETICS SA
Vice-Chairman of BoD
DON & LOW LTD Member of BoD
THRACE PLASTICS PACK
SA
Vice-Chairman of BOD
LUMITE INC Member of BoD
THRACE POLYBULK AB Member of BoD
THRACE LINQ INC Chairman of BoD
THRACE POLYFILMS SA Vice-Chairman of BoD
THRACE EUROBENT SA Member of BoD
SAEPE LTD Director
ADFIRMATE LTD Director
PAREEN LTD Director
Nikitas Glykas
XRSPACE Co LTD - Vice Chairman of BoD
LUXURY HOUSES IN
ATHENS MARIETTA SMPC
50% Partner
Athanasios
Dimiou
AVDIRA MCPY - Vice-Chairman of BoD
THRACE POLYFILMS SA Member of BoD
THRACE NONWOVENS &
GEOSYNTHETICS SA
Managing Director &
Member of BoD
THRACE EUROBENT Vice-Chairman of BoD
Vasileios
Zairopoulos
V. ZAIROPOULOS& SIA
GENERAL PARTNERSHIP
90%
Partner &
Administrator
ΖΙΤΑ MCPY 99% Chairman of BoD
DON & LOW LTD Chairman of BoD
SYNTHETIC HOLDINGS
LTD
Director
SYNTHETIC TEXTILES LTD Director
THRACE EUROBENT SA Member of BoD
Annual Financial Report as of 31.12.2022
Page 73 of 268
Amounts in thousand Euro, unless stated otherwise
BoD Member
Companies in which the BoD
members participate
Group Companies in which the
BoD members participate
Equity
shareholding
Position
Spyridoula
Maltezou
SPYRIDOULA MALTEZOU
SOLE PROPRIETORSHIP
(Business and
Administration Consulting
Services)
100%
Myrto
Papathanou
GOMMYR POWER
NETWORKS LTD
30% Member of BoD
GOMMYR POWER SMPC 30% Partner
BANSARA TRADING LTD 30% -
METAFOUNDER UNIT
HOLDER SMPC
25% Partner
KARYON AGRICULTURE
SMPC
20% Partner
ENTOMICS BIOSYSTEMS
LTD
- Member of BoD
FERRYHOPPER SA - Member of BoD
ADVANTIS HOLDING BV - Member of BoD
METAVALLON PARTNERS
AEDAKES
25% Member of BoD
LANGWARE INC Member of BoD
Georgios
Samothrakis
FRIGOGLASS SA -
Member of Audit
Committee
Christos Shiatis
AVAX INTERNATIONAL
LTD
- Director
C.E.T. RIVERS CYPRUS LTD - Director
J&P AVAX SA - Member of BoD
C.P.S. FINANCIAL
SOLUTIONS LTD
99% Director
TROLID HOLDINGS LTD DIRECTOR
EOTATI REAL ESTATES LTD DIRECTOR
TRIERINA TRADING LTD Director
It is noted that none of the members of the Board of Directors of the Company participates in the
Boards of Directors of more than five (5) listed companies.
Page 74 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Framework for the Management of the
Company’s Transactions with Related
Parties
The Company has adopted and imple-
ments a Framework for the Management
of its Transactions with Related Parties,
which includes the general policy that
governs and the procedure that regulates
its Transactions with Related Parties and
which has been adopted by a decision of
the Board of Directors in compliance with
its obligations arising from the applicable
legislative and regulatory framework. In
addition to the Framework for the Man-
agement of its Related Party Transactions,
the Company has also adopted a Conflict-
of-Interest Management Framework,
which is additionally implemented.
The policies that ensure that the Board
of Directors has sufficient information to
base its decisions regarding transactions
between related parties including the
transactions of its subsidiaries with related
parties are:
1. To define the responsibilities of
the Company and the roles of its
Divisions in the Management of
Transactions with Related Parties
In order to ensure the transparency and
proper management of the Company’s
Transactions with its related parties, the
Framework for the Management of the
transactions with Related Parties describes
the responsibilities of the Company and
provides for a clear allocation of roles be-
tween its divisions.
Specifically, the Company has undertaken
a series of actions related to the manage-
ment of transactions with Related Parties,
as follows:
• submits the Framework for the Man-
agement of its Transactions with Re-
lated Parties for approval by the Board
of Directors,
• ensures the revision of the content of
the Framework for the Management
of its transactions with Related Party,
where required,
• ensures in cooperation with the legal
advisors the legality of the individual
procedures
• applies the criteria mentioned in the
Framework for the Management of its
transactions with Related Parties and
evaluates the affiliation of the transac-
tions with Related Parties for approval
by the Board, taking into account the
respective legal framework governing
these Transactions,
• takes into account the exceptions
mentioned as well as those defined by
the respective legislative framework,
• presents the information related to
the transactions with Related Parties,
pointing out the Company’s interest
for the financial advantage and the
correct application of the conditions
for the completion of the transaction,
taking into account the respective le-
gal and regulatory framework.
2. Define the Related Parties
As “Related Parties” are defined the related
parties listed in IAS 24, as well as the legal
entities controlled by those persons in ac-
cordance with IAS 27.
3. Locate the Related Parties
For the correct fulfillment of the legal and
regulatory obligations of the Company
and the effective implementation of the
Framework for the Management of its
Annual Financial Report as of 31.12.2022
Page 75 of 268
Amounts in thousand Euro, unless stated otherwise
Transactions with Related Parties, the trac-
ing and identification of the Related Par-
ties with the Company is carried out in the
following ways:
• taking into account the organizational
chart of the Company and the corpo-
rate hierarchy of the Group as well as
the list of investments in other entities,
as they apply each time,
• receiving information from the Corpo-
rate Secretary of the Board of Direc-
tors regarding changes of members of
the Board and / or its Committees,
• requesting from the Company’s ex-
ecutives, when assigning and per-
forming their duties, to complete and
sign a declaration form listing their
immediate family members and third
parties not affiliated with the Com-
pany, in which they hold or in which
they exercise control or joint control,
as defined in IAS 24. In this context,
it is noted that it is the responsibility
of each manager to immediately no-
tify the Investor Relations & Corporate
Announcements Department in the
event of changes to the details of its
original statement. The Investor Rela-
tions & Corporate Announcements
Department updates the declaration
forms at a regular basis.
4. To define the Transactions with
Related Parties
As “Transaction with Related Parties” is de-
fined as any transfer of resources, services
or liabilities between Related Parties, in
which the Company is the one party and
its Related Party is the other, regardless
of the possible price agreed, and includes
any financial transaction, settlement or
contract.
Indicatively, and not restrictively, such
Transactions may include:
• the transfer of human resources, in-
cluding their detachment,
• the signing of service contracts,
• signing receivables / debt manage-
ment contracts,
• the provision of guarantees or insur-
ances.
2) Responsibilities of the Board of
Directors
The Board of Directors is the administra-
tive body that decides on any action that
concerns the company’s management,
the management of its assets and in gen-
eral anything that refers to promoting and
achieving its objective.
According to the Company’s Articles of As-
sociation:
- The Board of Directors is responsible for
the representation, administration and
unlimited management of corporate af-
fairs. It decides on any issue that concerns
the Company’s management, the achieve-
ment of the company objective and the
management of company assets, includ-
ing the issue of ordinary and convertible
bonds. Only decisions, which according to
the provisions of Law or the Articles of As-
sociation as they are in effect following its
amendment by the Extraordinary General
Meeting of 19
th
March 2019, are subject ex-
plicitly to the responsibility of the General
Meeting of shareholders, are excluded.
- The Board of Directors may appoint, for
any time period and under any conditions
it deems necessary each time, to exercise
its representation and duties in general,
fully or partially to one or more of its mem-
bers or Managers or Executives or other
Page 76 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
employees of the Company or third par-
ties or committees, defining however each
time their authority and the signatories
that bind the Company.
Specifically, the main responsibilities of
the Board of Directors (in the sense that
the relevant decision making requires the
prior approval of the Board of Directors
or, if necessary, ex post ratification by the
Board of Directors), should include:
• The representation, administration
and unlimited management of corpo-
rate affairs.
• The decision making for each decision
relating to the Company’s manage-
ment
• The achievement of the corporate
objective and management of corpo-
rate assets including the issuance of
ordinary and convertible bonds. The
decisions, which according to the pro-
visions of the Law or the Articles of
Association or any other valid, bind-
ing and firm agreement, are explicitly
subject to the exclusive responsibility
of the General Meeting of Sharehold-
ers, are excluded
• The approval of the long-term strat-
egy and the operational objectives of
the Company and the Group
• The approval of the annual budget
and business plan and the decision
making on major capital expenditures,
acquisitions and divestments
• The selection and, when necessary,
the replacement of the executive
management of the Company, as well
as the supervision of the plan of the
succession
• The performance testing of the Senior
Management and the harmonization
of the remuneration of the executives
with the long-term interests of the
Company and its shareholders
• Ensuring the reliability of the financial
statements and data of the Company,
the financial information systems and
the data and information disclosed to
public, as well as ensuring the suffi-
cient and effective operation of inter-
nal control system of the Company
• The vigilance regarding existing and
potential conflicts of interest of the
Company, on one side, and the Man-
agement, the members of the Board
of Directors or the major shareholders,
on the other side, and the appropriate
treatment of such conflicts. For this
purpose, the Board of Directors has
adopted a transactions monitoring
process.
• Ensuring the existence of an effective
process of regulatory compliance of
the Company.
• The responsibility for decision making
and monitoring of the effectiveness
of the Company’s Corporate Govern-
ance system, including the decision-
making processes and the delegation
of authorities and duties to other em-
ployees, and
• The formulation, dissemination and
application of the basic values and
principles governing the Company’s
relations with all parties, whose inter-
ests are linked to those of the Com-
pany
• The observance of the law, the statute
and the legal decisions of the general
assembly. They have to manage the
corporate affairs in order to promote
the corporate interest, to supervise
the execution of the decisions of the
Board of Directors and the general as-
sembly and to inform the other mem-
Annual Financial Report as of 31.12.2022
Page 77 of 268
Amounts in thousand Euro, unless stated otherwise
bers of the Board of Directors about
the corporate affairs.
• The definition and supervision of the
implementation of the corporate gov-
ernance system of provisions 1 to 24
of Law 4706/2020, the monitoring and
evaluation periodically every three (3)
financial years for its implementation
and effectiveness, taking the appro-
priate actions for addressing deficien-
cies.
3) Operation of the Board of Directors
As regards to the operation of the Board,
the Company’s Articles of Association and
the Internal Operation Rulebook state the
following:
Formation of the Board of Directors as a
body
• The Board of Directors, as soon as it is
elected and specifically during its first
meeting, elects from its members and
for the entire period of its term, a Vice-
Chairman and a Chairman, whereas if
the Chairman is absent or unable the
Vice-Chairman substitutes such, and if
the latter is absent or unable then the
Director that is appointed by means
of a decision by the Board of Directors
substitutes such.
• The Chairman of the Board of Direc-
tors presides over the Board meetings,
manages its activities and informs the
Board of Directors on the Company’s
operation.
• The Board of Directors may elect one
of its members as Chief Executive Of-
ficer or Executive Director, it may ap-
point responsibilities of the CEO to
the Chairman or Vice-Chairman of the
Board and it may elect the deputy CEO
or Executive Director from its mem-
bers.
• The responsibilities of the CEO are de-
fined by means of a decision by the
Board.
Decision Making
• The Board of Directors is considered to
be in quorum and meets validly given
that half (1/2) plus one (1) member are
present or represented at the meet-
ing. However, the number of members
participating in person or represented
cannot be less than three (3) in any
case. To calculate quorum, possible
fractions are omitted.
• The decisions of the Board of Directors
are made with absolute majority or
the members present and represent-
ed at the meeting.
Representation of Board of Directors
A Board member that is absent may be rep-
resented by another member. Each Board
member may represent only one absent
member, with a written authorization.
Minutes of the Board of Directors
• Copies or excerpts of the Board of Di-
rectors’ Minutes are certified by the
Chairman or his/her legal representa-
tive or by a member of the Board that
has specifically been authorized for
such by a decision from the Board.
• The preparation and signing of min-
utes by all Board members or their
representative constitutes a deci-
sion by the Board of Directors, even
if a meeting has not previously taken
Page 78 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
place. This arrangement applies if all
the members or their representatives
agree to make a majority decision in
minutes without a meeting. The rel-
evant minutes are signed by all the
members.
• The signatures of the members or their
representatives can be exchanged by
e-mail or through electronic means.
Remuneration of Board of Directors
• The members of the Board of Directors
may receive remuneration for each
participation at Board meetings in per-
son or through teleconference, only if
such is approved with a special deci-
sion by the Ordinary General Meeting.
• The members of the Board of Direc-
tors receive the fixed and variable re-
muneration as well as the other ben-
efits, fees and indemnities specified in
the Company’s current Remuneration
Policy. The fees of the members of the
Board of Directors may also consist of
a share in the profits of the year, in ac-
cordance with the provisions of Law
4548/2018.
• A fee or benefit granted to a member
of the Board of Directors that is not
regulated by law or the Statute in ef-
fect, shall be borne by the Company
only if approved by a special decision
of the General Meeting.
Remuneration Report
The Company has established and imple-
ments a Remuneration Policy, the purpose
of which is to ensure that the members of
the Board of Directors and its Committees
are remunerated based on its short-term
and long-term business plan, in order to
achieve profitable organic growth through
capacity increase, geographic expansion
and value capture as per the Company’s
strategic plan.
The current Remuneration Policy of the
Company was approved by the Annual Or-
dinary General Meeting of shareholders of
May 25, 2022, and its validity period is four
(4) years and is available on the Company’s
website www.thracegroup.com.
The Remuneration Report has been pre-
pared in accordance with the provisions
of Law 4548/2018, Article 112, in line with
the Guidelines of March 1, 2019, of the Eu-
ropean Commission regarding the presen-
tation of the Remuneration Report in ac-
cordance with Directive 2007/36/EC, as has
been amended by Directive (EU) 2017/828
on Shareholders’ rights. It provides an
overview of the remuneration model of
THRACE PLASTICS CO SA, as it reflects the
total remuneration of the members of the
Board of Directors, explaining the way
in which the Remuneration Policy of the
Company was implemented for the finan-
cial year 2021.
The total remuneration paid to the mem-
bers of the Board and Committees during
fiscal year 2022 (01.01.2022-31.12.2022)
is included in the Remuneration Report,
which is available on the Company’s www.
thracegroup.com/gr/el/corporate-govern-
ance just before the Annual Ordinary Gen-
eral Meeting of shareholders of May, 2023.
4) Board of Directors’ Meetings
• The Board of Directors meets at the
Company’s headquarters whenever
the Law or the Company’s Articles of
Association or its needs require so,
convened by the Chairman or his / her
deputy with an invitation to be com-
municated to members at least two
Annual Financial Report as of 31.12.2022
Page 79 of 268
Amounts in thousand Euro, unless stated otherwise
(2) working days prior to the meeting.
The Board of Directors may also meet
outside the Company’s registered of-
fice, but in the particular case such
notice must be communicated to its
members at least five (5) working days
prior to the meeting.
• The Board of Directors may convene
through teleconference for certain of
its members or for all of them. In this
case, the invitation towards Board
members includes all information
necessary, including technical infor-
mation, for their participation in the
meeting.
• The Board meetings are presided by
the Chairman or upon absence or any
other hindrance by his/her substitute
according to the Articles of Associa-
tion.
During the closing financial year 2022
(01.01.2022-31.12.2022), 27 Board meetings
took place.
The frequency of participation of the
members of the Board of Directors at its
meetings in 2022 is as follows:
MEMBER NAME
MEMBER TYPE
FINANCIAL YEAR
PARTICIPATION
IN THE BOD
MEETINGS
PARTICIPATION
PERCENTAGE
From To
Konstantinos Chalioris
Chairman, Executive Member
01/01/2022 31/12/2022 27/27 100%
Theodoros Kitsos
Vice Chairman, Independent
non-executive member
01/01/2022 31/12/2022 27/27 100%
Dimitrios Malamos
Chief Executive Officer,
Executive member
01/01/2022 31/12/2022 27/27 100%
Vassilios Zairopoulos
Non-executive member
01/01/2022 31/12/2022 26/27 96%
Christos Shiatis
Non-executive member
01/01/2022 31/12/2022 27/27 100%
Christos-Alexis
Komninos
Non-executive member
01/01/2022 31/12/2022 27/27 100%
Athanasios Dimiou
Non-executive member
01/01/2022 31/12/2022 27/27 100%
Georgios Samothrakis
Independent non-executive
member
01/01/2022 31/12/2022 27/27 100%
Myrto Papathanou
Independent non-executive
member
01/01/2022 31/12/2022 27/27 100%
Spyridoula Maltezou
Independent non-executive
member
01/01/2022 31/12/2022 27/27 100%
Nikitas Glykas
Independent non-executive
member
01/01/2022 31/12/2022 27/27 100%
The topics mainly discussed during the
year included:
• Update by the Chief Executive Offic-
er on issues related to COVID-19, the
external environment of the operating
segments, as well as on other impor-
tant issues related to the Group’s ac-
tivity (such as price increases and price
Page 80 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
management, impact of energy costs,
volume of recycled raw material, etc.)
• Presentation of period Financial Re-
sults for the Group and its subsidiaries
• Health and safety issues and strength-
ening of relevant measures and
policies
• Update on current developments in
subsidiaries
• Briefing of Board of Directors Commit-
tees, Audit Committee and relevant
propositions to the BoD
• Evaluations of Board of Directors /
Committees
• Next steps in risk management and
corporate governance projects, aiming
at the full compliance of the Company
• Other issues
5) Audit Committee
Fully in compliance with the provisions
and stipulations of the effective legislation
and in particular with the article 44, effec-
tive at the time, of L. 4449/2017, during the
Extraordinary General Meeting of share-
holders that took place on 11.02.2021, the
Company elected a new Audit Committee
with the objective to support the Board
in performing its duties as regards to the
procedure of financial information, super-
vise the operation of the Internal Audit and
Risk and Compliance Units, the procedures
of internal control systems, the supervision
of the mandatory audit of the annual and
consolidated financial statements, as well
as to inform the Board of Directors with re-
gard to the review of the financial reports
prior to their approval.
Under the regime of article 44 of law
4449/2017, as in force after its amend-
ment by article 74 of law 4706/2020), and
on the other hand in line with the notifi-
cations, clarifications and recommenda-
tions of the circular with protocol number
1508/17.07.2020 and 427/21.02.2022 docu-
ments of the Listed Companies Directorate
of the Hellenic Capital Market Commission,
the Company is obliged, as a public interest
entity, to have an Audit Committee which
consists of at least three (3) members and
which may comprise:
(a) A Board of Directors Committee
consisting of its non-executive
members, or
(b) An Independent Committee, con-
sisting of:
I. either by non-executive members
of the Board of Directors and third
parties, or
II. only by third parties.
Third party means any person who is not a
member of the Board of Directors.
The members of the Audit Committee are
appointed by the Board of Directors, when
it is a Committee of the Board or by the
General Meeting of Shareholders, when it
is an Independent Committee and must
be in their majority independent of the
audited entity. This means that in a three-
member Audit Committee, at least two of
its members (and in any case its Chairman)
must either be independent non-exec-
utive members of the Board of Directors
or, in the case they are third parties, they
should meet the requirements of article 9,
par. 1 and 2 conditions of independence.
The minimum required number of the pre-
sent members in order to render a meet-
ing of the Audit Committee as a valid one
must be three (3), meaning that in case of
a three-member Audit Committee then it
is required the presence of all members at
each meeting.
Annual Financial Report as of 31.12.2022
Page 81 of 268
Amounts in thousand Euro, unless stated otherwise
However even if the Audit Committee
consists of more than three (3) mem-
bers it is required, according to the clari-
fications granted pursuant to the no.
1302/28.04.2017 document of the Listed
Companies Division of the Hellenic Capital
Market Commission, the participation of
the entire number of its members, in per-
son, in the Committee’s meetings.
At least one (1) member of the Audit Com-
mittee must possess sufficient knowl-
edge and experience in auditing and
accounting.
In any case, it is to the discretion of the
Audit Committee to invite whenever it
is deemed necessary key directors of the
Company who are involved in the latter’s
corporate governance (for example Man-
aging Director, Finance Director, head of
the Internal Audit and Risk & Compliance
Manager) to attend certain meetings or
certain subjects of the daily agenda in or-
der to provide any necessary clarifications.
The Audit Committee, which now operates
in accordance with the provisions of Law
4449/2017, as in force after its amendment
by Law 4706/2020 has the following duties
while the Board of Directors maintains full
responsibility and particularly:
i) External Audit (sect. a’ of par.
3) article 44 of Law 4449/2017
(Government Gazette A’
7/24.01.2017)
The Audit Committee monitors the proce-
dure and performance of the mandatory
audit on the separate and consolidated
financial statements of the Company and
the Group. In this context the Committee
informs the Board of Directors by submit-
ting a relevant report for issues deriving
from the mandatory audit and by explain-
ing analytically the following:
a) the contribution of the mandatory
audit to the quality and integrity of
the financial information, meaning in
the accuracy, completeness and cor-
rectness of the publicized financial
information including the relevant
disclosures which are approved by the
Board of Directors
b) the role of the Audit Committee in
the under (a) above mentioned pro-
cedure, meaning the recording of the
actions taken by the Audit Committee
during the performance of the manda-
tory audit.
In the context of the above information
that is being granted to the Board of Di-
rectors, the Audit Committee takes into
consideration the contents of the supple-
mentary report which the Certified Ex-
ternal Auditor prepares and submits, and
which contains the results of the manda-
tory audit that was performed fulfilling at
least the requirements of article 11 of the
Regulation (EU) no. 537/2014 of the Euro-
pean Parliament and the Council of April
16
th
, 2014. The Committee:
• Is responsible for the process of se-
lection and recall of External Audi-
tors or audit companies and proposes
through the Board towards the Gen-
eral Assembly (Meeting) of the share-
holders the External Auditors or the
auditing companies to be appointed,
the terms of collaboration, as well as
their remuneration (according to arti-
cle 16 of Regulation (EU) No 537/2014,
unless par. 8 of article 16 of Regulation
(EU) No 537/2014 is being applied).
• Regarding the selection of the Au-
diting Company, it is examined and
analyzed:
o the scope of work
o the audit standard on the basis of
Page 82 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
which this work will be performed
o the form of the deliverable
o the responsibilities of the manage-
ment and the auditor respectively
• It is responsible for monitoring any
non-audit service to be performed by
the company’s external auditor.
• Taking into account articles 21, 22, 23,
26 and 27, as well as Article 6 of Regula-
tion (EU) No 537/2014) and in particular
the adequacy of the provision of non-
audit services to the Company (ac-
cording to article 5 of Regulation (EU)
no. 537/2014) will approve or not the
non-audit service.
• Monitors the process and the perfor-
mance of the mandatory audit of the
separate and consolidated financial
statements of the Company and es-
pecially the performance of the audit,
taking into account any findings and
conclusions of the competent author-
ity (according to paragraph 6 of article
26 of Regulation (EU) no. 537/2014). In
this context, it informs the Board by
submitting a relevant report on the
issues that arose from the mandatory
audit explaining in detail:
(a) the contribution of the statutory au-
dit to the quality and integrity of the
financial information, i.e. to the accu-
racy, completeness and correctness
of the financial information, including
the relevant disclosures which are ap-
proved by the Board of Directors and
made public,
(b) the role of the Committee in the (a)
procedure above, i.e. reporting the ac-
tions taken by the Committee during
the statutory audit process.
• It is also being informed by the Exter-
nal Auditor on the annual statutory
audit plan before its implementation,
evaluates the specific plan and en-
sures that the annual statutory audit
will cover the most important areas
of audit, taking into account the main
business and financial risk areas of the
Company.
• Furthermore, the Committee sub-
mits proposals on other important is-
sues, when it deems it appropriate or
imposed.
ii) Procedure of financial information
(sect. b’ of par. 3) article 44 of Law
4449/2017 (Government Gazette A’
7/24.01.2017)
Within this context the Committee:
• Is informed about the process and
schedule of preparation of financial
information by the Management and
monitors, examines and evaluates the
process of preparation of financial in-
formation, i.e. the mechanisms and
production systems, the flow and dis-
semination of financial information
produced by the involved units of the
company.
• The above actions include other dis-
closed information in any way (e.g.
stock market announcements, press
releases, etc.) in relation to financial
information.
• Informs the Board for its findings on
essential issues in its areas of respon-
sibility, submits proposals to improve
the process, if deemed appropriate,
and monitors the response of the
Company’s Management to these
findings.
• Takes into account and examines the
most important issues and risks that
may have an impact on the Company’s
Annual Financial Report as of 31.12.2022
Page 83 of 268
Amounts in thousand Euro, unless stated otherwise
financial statements as well as the sig-
nificant judgments and estimates of
Management during their preparation.
• Below are indicative issues that are ex-
amined and evaluated in detail by the
Audit Committee to the extent that
they are important for the Company,
mentioning specific actions on them
during its reporting and briefing to
the Board:
• Evaluate the use of the assumption of
ongoing activity.
• Significant judgments, assumptions
and estimates in the preparation of
the financial statements.
• Valuation of assets at fair value.
• Assessment of asset recoverable value.
• Accounting for acquisitions.
• Adequacy of disclosures for the signifi-
cant risks faced by the Company.
• Significant transactions with related
parties.
• Significant extraordinary transactions.
The Committee’s communication with the
external auditor in view of the preparation
of the audit report and the latter’s supple-
mentary report to the Committee must be
substantial.
In addition, the Committee reviews the fi-
nancial reports (Annual and Semi-Annual)
before their approval by the Board of Di-
rectors, in order to assess their complete-
ness and consistency in relation to the in-
formation taken into account as well as the
accounting principles implemented by the
Company and informs the Board of Direc-
tors accordingly.
iii) Procedures of internal control and
risk management systems and audit
control unit (sect. c’ of par. 3) article
44 of Law 4449/2017 (Government
Gazette A’ 7/24.01.2017)
The Committee:
• Monitors, examines and assesses the
adequacy and effectiveness of the en-
tire policies, procedures and controls
of the Company with regard to the
internal control system as well as the
quality assurance and the estimation
and management of risks in relation to
the financial information.
• Monitors the effectiveness of internal
control systems mainly through the
work of the internal audit and Risk &
Compliance Department and the work
of the External Auditor.
• Examines the conflicts of interest
during the Company’s transactions
with related parties and submits to
the Board of Directors the relevant
reports.
• Examines the existence and content of
those procedures, according to which
the Company’s personnel will be able,
in confidentiality, to express their con-
cerns about possible illegalities and
irregularities in matters of financial
information or other issues related to
the operation of the company. The
Commission must ensure that proce-
dures are in place to effectively and
independently investigate such issues,
as well as to address them properly.
Regarding the operation of internal audit
unit, the Committee:
• Evaluates the staffing and organiza-
tional structure of the internal audit
unit and identifies any weaknesses. It
also monitors and inspects the proper
Page 84 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
operation of the internal audit unit in
accordance with professional stand-
ards as well as the current legal and
regulatory framework and evaluates
the results, its adequacy and effective-
ness, without however affecting its
independence. If deemed appropri-
ate, the Committee submits propos-
als to the Board, so that the internal
audit unit has the necessary means,
is adequately staffed with personnel
with sufficient knowledge, experience
and training, there are no restrictions
on its work and has the envisaged in-
dependence. Therefore, the appoint-
ment and dismissal of the head of
the internal audit unit is a proposal
of the Audit Committee to the Board
of Directors. In the same context, the
Committee determines and examines
the operating regulations of the Com-
pany’s internal audit unit.
• It is being informed on the annual or
periodic audit plan of the internal au-
dit unit before its implementation and
evaluates it, accordingly, taking into
consideration the main areas of busi-
ness and financial risks as well as the
results of previous audits. The Com-
mittee may decide to configure the
annual or periodic internal audit plan,
as well as to carry out extraordinary
audits by the internal audit unit.
• As part of this briefing, the Committee
reviews if the annual or periodic audit
plan (in conjunction with any corre-
sponding medium-term plans) covers
the most important areas of control
and financial information systems.
• Holds regular meetings with the Inter-
nal Auditors to discuss issues of their
responsibility, as well as problems aris-
ing from the performance of internal
audits.
• Takes knowledge of the work of the in-
ternal audit unit and its reports (regu-
lar and extraordinary) and monitors
the briefing of the Board about their
content, in relation to the financial in-
formation of the Company.
• Reviews the disclosed information re-
garding the internal control and the
main risks and uncertainties of the
Company, in relation to the financial
information.
iv) Regulatory Compliance and Risk
Management Unit (articles 13 & 14
of Law 4706/2020 - Government
Gazette A’ 136/17.07.2020)
The Committee:
• Supervises the management of the
main risks and uncertainties of the
Company and their periodic revision.
In this context, it evaluates the meth-
ods used by the Company for the iden-
tification and monitoring of risks, the
treatment of the main ones through
the internal control system and the in-
ternal audit unit as well as their proper
disclosure in the published financial
information.
• Monitor the effectiveness of the regu-
latory compliance system, including
adopting and implementing appro-
priate and up-to-date procedures, to
ensure that the Company fully and
constantly complies with the legal
and regulatory framework in force in a
timely manner and that there is, at all
times, a complete picture available of
the degree to which this objective is
attained.
• Supervise compliance with specific
governance practices such as personal
data protection, cybersecurity and in-
formation security.
Annual Financial Report as of 31.12.2022
Page 85 of 268
Amounts in thousand Euro, unless stated otherwise
• Review the findings of the audits car-
ried out by the supervisory authori-
ties, the external and internal auditors
as well as by the risk and compliance
unit and monitor the degree to which
the Company complies with the appli-
cable requirements.
• Follow up on cases of non-compliance
and review the corrective action taken
by the Management.
• Obtain information from the Man-
agement and work together with the
Company’s legal consultants on com-
pliance issues.
• Investigate for any existing conflicts of
interest in the Company’s transactions
with related parties and report to the
Board of Directors accordingly.
• Look into the existence and content
of the procedures followed to allow
Company staff to express their con-
cerns confidentially about any poten-
tial illegal and irregular practices with
regard to financial reporting or other
issues which are associated with the
Company’s operation. The Committee
must ensure that the procedures are in
place for investigating such issues ef-
fectively and independently, as well as
addressing them adequately.
• Evaluate regulatory compliance and
risk management reports at company
and group level, informs the Board of
Directors of its findings and submits
proposals where required.
The oversight of the main risks and un-
certainties and the monitoring of the ef-
fectiveness of the regulatory compliance
system is done through the supervision
of the risk and compliance unit, where the
Committee:
• Evaluates the staffing and organiza-
tional structure of the Unit and detect
any weaknesses therein. Moreover,
monitors and inspects the proper
functioning of the Risk and Compli-
ance Unit according to the profession-
al standards and the legal and regula-
tory framework in force and assesses
its work, adequacy and effectiveness.
Where appropriate, makes proposals
to the Board of Directors for the Unit
to have the necessary means and be
adequately staffed with employees
who have sufficient knowledge, expe-
rience and training etc.
• Evaluates the annual work plan of the
Unit before it is implemented taking
into account the key areas of business
and financial risk, proposes any adit-
tions or changes and finally approves
it.
• Receives and evaluates the result of
the unit’s annual work plan, the An-
nual Compliance Report and noti-
fies the non compliance cases to the
Company’s Board of Directors and its
Committees, if any, and makes recom-
mendations to the Management on
the corrective action to be taken.
• Holds regular meetings with the Risk &
Compliance Manager to discuss issues
of his/her responsibility.
For the results of all the above actions, the
Committee informs the Board of Directors
about its findings and submits proposals
for the implementation of corrective ac-
tions, if deemed appropriate.
The Committee shall have unhindered and
full access to the information, records and
data required in the exercise of its powers
and shall have the necessary resources to
carry out its work in a proper and effective
Page 86 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
manner, including the use of external
consultants.
The Audit Committee archives all the nec-
essary information, including the minutes
of its meetings, in which its actions and
their results are recorded, regarding the
implementation of its work.
The Audit Committee submits reports to
the Board of Directors on its areas of re-
sponsibility and also in the areas which, af-
ter the completion of its work, it considers
that there are essential issues in relation to
the financial information provided; at the
same time it monitors the response of the
Management on the above issues.
The Chairman of the Committee provides
information to the shareholders dur-
ing the annual General Meeting about
the Committee’s activities on the basis
of the above-mentioned responsibili-
ties, through the submission of a relevant
Report.
For the implementation of all the above,
the Audit Committee is expected to hold
meetings with the Management and the
competent executives during the prepara-
tion of the financial reports, as well as with
the External Auditor during the planning
phase of the audit, during the execution
and also during the phase of preparation
of audit reports.
The existing Audit Committee, which
was elected by the Extraordinary General
Meeting of Shareholders on 11 February
2021, is an Independent Committee and
is consisted of the following one (1) Inde-
pendent Non-Executive Member of the
Company’s Board of Directors and two (2)
non-members-third parties, namely:
Georgios
Samothrakis
Independent Non-
Executive Board
Member
Konstantinos
Kotsilinis
Non-Board Member –
third party
Konstantinos
Gianniris
Non-Board Member –
third party
Following the election of the above three-
member Audit Committee by the Extraor-
dinary General Meeting of shareholders
of 11 February 2021 and the appointment
of the persons assuming the positions of
its members, the Audit Committee at its
meeting of 16 February 2021 was formed
into body with the expiration of its term on
11 February 2026 as follows:
Georgios
Samothrakis
Chairman of Audit
Committee
Konstantinos
Kotsilinis
Member of Audit
Committee
Konstantinos
Gianniris
Member of Audit
Committee
For reasons of completeness, the CVs of
the members of the Audit Committee are
presented as follows:
• Georgios Samothrakis
-The CV of Mr. Georgios Samothrakis,
Member of the Board of Directors, is pre-
sented in detail in Section VI.1 “Composi-
tion of the Board of Directors” of the cur-
rent Report.
• Konstantinos Kotsilinis
-Mr. Konstantinos Kotsilinis was born in
New Zealand, studied at Victoria Univer-
sity of Wellington and earned a Bachelor
of Commerce and Administration degree.
He began his professional career in 1968
at the Coopers & Lybrand Company in
Wellington, moved to the London office
Annual Financial Report as of 31.12.2022
Page 87 of 268
Amounts in thousand Euro, unless stated otherwise
in 1972 and later that year to the Greek of-
fice. From 1978 to 2003 he was head of the
audit department of Coopers & Lybrand /
PwC Greece. In his last years of service in
the Company, he has been the Chairman of
the Board of Directors of the Company. He
has served on various Committees includ-
ing the Supervisory Board of the European
Financial Reporting Advisory Group (2002-
2004) and the Accounting Harmonization
Committee of UNICE (2002-2005). From
2009 to 2014, he was Vice Chairman of the
Accounting Standardization and Auditing
Committee of Greece (ELTE) and Chairman
of the Quality Control Council (SPE). Dur-
ing this period he represented Greece in
the relevant committees in the European
Union and during the Greek Presidency
he was the Chairman of the committee
responsible for audit issues. He is a Mem-
ber of the Board of Chartered Auditors
of Greece as well as a former Member of
the Institute of Chartered Auditors of New
Zealand.
He is the Chairman (since 2006) of the
Board of Directors and a member of the
Audit Committee of the insurance com-
pany Interasco.
From 2006 until today he is an External
Advisor of the Audit Committee of the Na-
tional Bank of Greece, while since 2017 un-
til 2021 was a Member of the Audit Com-
mittee of Mytilineos SA and since 2021 is
an external advisor of it.
Since 2004 he is a Member of the Board of
Directors of “Child’s Smile” and today Vice
President of the Organization.
From 1991 to 2020 he was the Honorary
Consul General of New Zealand in Greece,
while he has been appointed Member
(MNZM) and Officer (ONZM) of the Order
of Merit of New Zealand by the Queen of
England.
• Konstantinos Gianniris
Mr. Konstantinos Gianniris has studied
Economics, Organization and Business Ad-
ministration at the University of Piraeus, is
a graduate of the Law School of the Uni-
versity of Athens and has extensive profes-
sional training. He has been the General
Manager of IASO Group, Managing Direc-
tor of the Euroclinic Athens Group, Gen-
eral Manager of SOULIS SA, Member of the
Executing Committee, General Manager
or High-Ranking Executive (CFO, Market-
ing / Sales Manager, Logistics, IT Manager,
Organization and Internal Audit Manager)
in large companies. He is a member of
the Board and the Audit Committee, of
ELASTRON S.A. He was also a member of
the Board (and in most cases the Chair-
man of Audit Committee) of the follow-
ing companies: Thrace Plastics CO SA, Eu-
rodrip SA, Logicdis SA, Dodoni Ice Cream
SA, Euroclinic of Athens SA, Euroclinic of
Children SA and European Technical SA.
He has founded the Business Consulting
Company P.M.S. Consultants (specializing
in Business Administration, Internal Audit,
Corporate Governance and Business Or-
ganization). He has founded the Hellenic
Institute of Internal Auditors (for a number
of years he was its President) and has rep-
resented the body at International Confer-
ences. He has founded the Association of
Clinics of Greece (SEK), in which the large
groups of Private Clinics participate, and
where he served for a number of years as
President. Mr. Gianniris has prepared dis-
sertations on Applied Organization and
Business Administration, which have been
adopted in a number of Businesses, such
as: Internal Regulation of Management,
Organization, Operation and Internal Con-
trol System, Manual of Organization and
Operation of Internal Control Unit, Budget
& Audit Systems, Costing Systems etc.
Page 88 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
From the above it is inferred that the mem-
bers of the Audit Committee have proven
in their entirety that they possess suffi-
cient knowledge in the field in which the
Company operates, given that:
(a) Mr. George Samothrakis was already
a member of the Audit Committee of
the Company, elected by the Extraor-
dinary General Meeting of Sharehold-
ers as of March 19, 2019,
(b) Mr. Konstantinos Gianniris partici-
pated in the management of the
Company for a period of more than
ten (10) years. It is therefore evident
that from his participation he has ob-
tained a complete and clear picture
of the organization, management
and operation of the Company, about
the products it produces and markets
as well as the services it provides, and
for the business model and the strat-
egy it follows in general.
(c) Mr. Konstantinos Kotsilinis, who has
never participated in the Board of Di-
rectors of the Company, knows very
well -and due to his wider profes-
sional activity- the environment and
the conditions in which the Company
develops its business activities.
The criterion of sufficient knowledge and
experience in auditing or accounting is
proven to be met in the capacities of both
Mr. Georgios Samothrakis and Mr. Kon-
stantinos Kotsilinis, who are both Certified
Public Accountants with extensive knowl-
edge and rich professional experience.
This is turn will contribute decisively and
substantially in further strengthening the
efficiency of the Audit Committee and in
the implementation of its responsibili-
ties in the best possible way, in order to
strengthen the dynamics and the value of
the Company. Furthermore, Mr Gianniris is
considered very capable in this field, hav-
ing served for a large number of years as
Director of Internal Audit and Chief Finan-
cial Officer for numerous companies from
various industries.
Finally, those conditions and criteria of in-
dependence which are covered by the cur-
rent regulatory framework and in particu-
lar by article 9 par. 1 and 2 of law 4706/2020,
are met in the persons of Messrs. Georgios
Samothrakis and Konstantinos Kotsilinis,
i.e. the majority of the members of the
Audit Committee, given that the following
persons:
(a) do not hold shares greater than
0.5% of the Company’s share capital;
and
(b) do not have any dependency rela-
tionship with the Company or per-
sons related to the Company, ac-
cording to the manner by which this
dependency relationship is speci-
fied in particular in the provisions of
the above legislation.
Frequency of Meetings and Main Topics
of Meetings’ Agenda
The Committee convenes at least four (4)
times a year. The Chairman of the Com-
mittee decides on the frequency and time
schedule of the meetings. The external au-
ditors are entitled to request a meeting by
the Committee if they deem appropriate.
During 2022 the Committee convened
twelve (12) times and all members were
presented during the meetings, whereas
all issues mentioned in the Internal Opera-
tion Rulebook as well as in the Operations
Rulebook of the Audit Committee were
discussed and handled, the major of which
are as follows:
• Supervision and approval of the
Annual Financial Report as of 31.12.2022
Page 89 of 268
Amounts in thousand Euro, unless stated otherwise
Internal Audit and Risk & Compliance
Unit’s activities and briefing of the
Board of Directors about the issues
arising from both Units activities.
• Monitoring of the process and the
performance of the mandatory audit
on the separate and consolidated fi-
nancial statements of the Company
and briefing of the Board of Directors
about the issues related to the man-
datory audit along with an analytical
explanation.
• Monitoring of the process and the
performance of the mandatory audit
on the internal control system of the
company’s and it’s significant subsidi-
aries and briefing of the Board of Di-
rectors about the issues arising from
this audit.
• Monitoring of the process and the
performance of the Enterprise Risk As-
sessment Project of the mother com-
pany and it’s subsidiaries.
• Informing the Board of Directors on
issues arising from the Enterprise Risk
Assessment Project.
• Opinion on the selection of the Audit-
ing Company for the performance of
the mandatory audit on the separate
and consolidated financial statements
of the Company.
• Ensuring the independence of the
Certified External Auditors
• Monitoring the process of preparation
of the published financial statements
of the Group and the Company and
the preparation of a relevant propos-
al to the Board of Directors for their
approval.
• Implementation of an RFI process for
the selection of a new audit company,
as requested by the article 42 of Law
4449/2017 due to the mandatory rota-
tion of the current External Auditors in
2024.
6) Remuneration and Nominations
Committee of Board Members and
Committees
The Board of Directors of the Company for
the purpose of substantial, effective and
appropriate compliance and harmoniza-
tion of the Company with the regulations
of articles 11 and 12 of Law 4706/2020
(Government Gazette A136/17.07.20201)
and with the parallel adoption of the cor-
porate governance best practices, during
its meeting of 22.03.2021 decided the abo-
lition of the existing Committee for Bene-
fits and Promotion of Nominations (CBPN)
and its replacement by the Remuneration
and Nominations Committee.
The Committee consists of three (3) Non-
Executive Board Members, while the ma-
jority of its members are Independent,
in order to ensure the objectivity, inde-
pendence and integrity of their judgment.
The Board is responsible for the appoint-
ment and replacement of all members of
the Committee. The Committee elects its
Chairman, who is an Independent Non-
Executive Member and is supported by
the Secretary of the Committee. The term
of office of the members of the Commit-
tee is directly related to that of the Board
of Directors. In addition, the Committee
submits an annual progress report regard-
ing the actions took place to the Board of
Directors.
The Committee consists of the following
Non-Executive Members of the Board,
namely:
Page 90 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Theodoros
Kitsos
Independent Non-
Executive Member of
the BoD, Chairman of
the Committee
Nikitas Glykas
Independent Non-
Executive Member of
the BoD, Member of
the Committee
Vasileios
Zairopoulos
Non-Executive
Member of the BoD,
Member of the
Committee
The term of the above Committee expires
on February 11th, 2026.
The purpose of this Committee includes
at a minimum the development and for-
mation of all types of remuneration of
executives falling within the scope of ap-
plication of the Remuneration Policy pro-
vided by Article 110 of Law 4548/2018, the
identification and retain of the necessary
executives within the headcount of the
Company, who will support the long-term
successful performance of the Company,
the nomination process and succession
planning of the Board of Directors and
its Committees, within the boundaries of
business objectives, competitive practices,
Company’s applicable rules and regula-
tions and current legislation, as well as in
the formulation-submission of relevant
proposals and suggestions on the above
issues to the Board of Directors.
The operation of this Committee ensures
that both the remuneration of the Execu-
tive and Non-Executive members of the
Board of Directors and the members of its
Committees as well as the nominations for
Board of Directors members will be in line
with the corporate objectives and market
practices and, in any case, will be in full
compliance with the current legal and reg-
ulatory framework.
In terms of setting remuneration policy,
the Committee’s responsibilities include:
• On an annual basis, the Committee ex-
amines, pre-approves and formulates
proposals to the Board of Directors
regarding labor issues included in the
employment contracts of Executive
Board of Directors members and the
compliance with the internal Rule of
Procedure.
• The Committee is responsible to de-
termine the renumeration scheme of
the Board of Directors, it’s Committee
members and Top Management Exec-
utives and makes recommendations
on the subject to the Board of Direc-
tors which decides or makes a sug-
gestion to the General Meeting, when
required.
• The Committee reviews, pre-approves
and proposes annually (or whenever
deemed necessary) to the Board of
Directors, the base salary, the variable
remuneration and benefits provided
(where available) for the Board of Di-
rectors Executive and Non-Executive
members, the Board of Directors Com-
mittees members, and the Top Man-
agement Executives, including the
Head of Internal Audit and the Head
of Risk & Compliance, taking into con-
sideration the macroeconomic condi-
tions and the remuneration level of
respective companies.
• Specifically for the Executive Board
of Directors members and based on
the approved by the Board of Direc-
tors Strategic Plan, the Committee
ensures the appropriate formulation
of approved annual significant targets
(maximum 3). At the end of the rele-
vant period, the Committee examines,
pre-approves and proposes to the
Annual Financial Report as of 31.12.2022
Page 91 of 268
Amounts in thousand Euro, unless stated otherwise
Board of Directors the level of variable
remuneration based on the achieve-
ment level of the set targets.
• Whenever deemed necessary, the
Committee reviews the Remuneration
Policy and makes recommendations
for improvements or diversifications.
• The Committee reviews the final draft
of the annual Remuneration Report
providing its opinion to the Board of
Directors, before submitting the Re-
port to the General Meeting.
• The Committee shall inform Manage-
ment and demand the reimburse-
ment of the whole or part of the vari-
able remuneration, due to revision in
past years financial statements or due
to findings of incorrect, inaccurate, or
incomplete financial data, taken into
consideration for the calculation of
variable remuneration.
• The Committee conducts or author-
izes third parties to conduct research
or studies on matters falling within its
remit.
In the responsibilities of the Committee
regarding the promotion of the nominees
for the Board of Directors and Committees
members, include:
• The Committee defines and proposes
to the Board of Directors the criteria
for the election of members (Board of
Directors and Board of Directors Com-
mittees), in accordance with the re-
quirements of the law and the respec-
tive strategy / Suitability Policy of the
Company.
• The Committee is responsible for the
preparation of the Nomination pro-
cess for members of the Board of Di-
rectors / Committees, based on prede-
fined criteria and in accordance with
the eligibility and corporate govern-
ance policies.
• The Commission evaluates candidates
of the Board of Directors and Board of
Directors Committees through inter-
views and references.
• The Committee proposes the selected
candidates for approval to the Board
of Directors and General Meeting as
required.
• The Committee determines the evalu-
ation criteria of Board of Directors
and its Committees on matters such
as size, composition, qualifications,
gender, knowledge, experience, skills,
and effectiveness. The Committee is
also responsible for the annual perfor-
mance evaluation based on the crite-
ria of Suitability Policy. Based on evalu-
ation results, the Committee prepares
the annual Adequacy Report which is
submitting in the General Meeting.
• The Committee determine the param-
eters of the succession planning of the
Board of Directors and its Committees
and supervise it.
• The Committee determines the evalu-
ation criteria, supervises the annual
individual evaluations of the Executive
Board of Directors members, and sug-
gests to the Board of Directors propos-
als for their personal and professional
development, to ensure that the Com-
pany remains competent and compet-
itive in the long term.
• The Committee advises the CEO in the
process of nominating the Compa-
ny’s Executives, and their succession
planning. The final decision to fill the
above positions belongs exclusively to
the CEO.
• The Committee conducts or author-
Page 92 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
izes third parties to conduct investi-
gations or studies on matters falling
within its area of responsibility.
The Remuneration and Nominations Com-
mittee of Board of Directors Members and
Committees convened 11 times during the
year 2022 (01.01.2022-31.12.2022) in the
presence of all its members. The topics
that were mainly discussed were:
• The evaluation of the management’s
proposal for the 2022 remuneration of
the Top Executives and the approval
for 2021 bonus,
• To review the term of Board of Direc-
tors Members and Committees
• To confirm that for the Members of the
Board of Directors there are not issued
any a final court decision for loss-mak-
ing transactions (article 3, paragraph
4) of Law 4706/2020.
• To confirm that the Independent Non-
Executive Members of the Board of
Directors are fulfilling the conditions
and criteria of independence as they
are defined by the current regulatory
framework.
• Defining the most specific perfor-
mance criteria for the 2022 short-term
incentive program for the Board’s Ex-
ecutives and the Top Management Ex-
ecutives.
• The review of the participation of the
members of the Board of Directors to
other Boards/Committees outside the
Group.
• The definition of a succession plan for
the members of the Board of Directors
and Committees
• The issuance of the Competence Re-
port for the Board of Directors.
• The revision of the Remuneration and
the Suitability Policy of the members
of the Board of Directors and Commit-
tees
• The Committee prepared the annual
Remuneration Report.
• The finalization of the evaluation of
the Board of Directors Members and
Committees suitability, the remunera-
tion review of the of the Board of Di-
rectors Members and Committees,
after its issuance by a reputable con-
sulting firm.
• The finalization of its Operation Rule-
book
7) Other Committees
Furthermore, the Board of Directors of the
Company at its meeting of March 22, 2021,
in order to optimally organize and operate
the most efficient framework of corporate
governance, decided the establishment of
new Committees as follows:
• Strategy and Investment Committee,
• Environmental, Social and Corporate
Governance [ESG] Committee, and
• Human Resources Committee.
Following its decision of 22.3.2021, the
Company’s Board of Directors meeting
that took place on 24.03.2022 decided:
• To transfer of the responsibilities of
regulatory compliance from the Envi-
ronmental, Social and Corporate Gov-
ernance (ESG) Committee to the Audit
Committee and rename the ESG Com-
mittee to Sustainability Committee.
• To change the organizational posi-
tion of the Human Resources Com-
mittee and put it to report directly to
the Group CEO, in order to ensure the
most effective support and assistance
to him.
Annual Financial Report as of 31.12.2022
Page 93 of 268
Amounts in thousand Euro, unless stated otherwise
Consequently, the new format of the Board
of Directors committees is the following:
Strategy and Investment Committee
The purpose of this consists in providing
assistance to the Board of Directors with
regard to the development of the opera-
tional strategy, the formulation of the in-
vestment plan of the Company and of the
Group in general, as well as supervising
and providing guidance to the Board of
Directors of the respective business strat-
egy, as well as the provision of support in
the formulation of revised / updated plans
and in the monitoring and control of the
implementation and performance of the
strategic investments of the Company and
the Group.
The responsibilities of the Committee in-
clude:
• Develops and proposes to the Board
of Directors the long-term strategy of
the Group and suggests the necessary
adjustments in the short and medium
term
• Studies and pre-approves the strate-
gic plans of the companies, ensures
that they are in line with the Group’s
strategy and makes recommendations
to the Board.
• Reviews and suggests to the Board of
Directors for the investment plans and
the individual investments of the com-
panies
• Reviews possible acquisitions, merg-
ers, divestments and Joint Ventures
and makes proposals to the Board re-
spectively
• Reviews the progress and results of all
actions related to the implementation
of the strategy and the progress of in-
vestment plans and informs the Board
accordingly.
• Monitors closely international trends,
best practices, and market data, in or-
der to adapt the strategy of the Group
and the Companies and informs the
respectively the Board of Directors
• Recognizes timely risks and opportu-
nities and prepares proposals to the
Board of Directors for the necessary
actions, including the framework that
ensures their funding.
• Discusses the communication of the
Management to third parties and the
investors community, in terms of the
strategy and the investment plan of
the Group.
The Strategy and Investment Committee
consists of three (3) members of the Board
of Directors, as follows:
Konstantinos
Chalioris
Executive Member
of the BoD,
Chairman of the
Committee
Dimitrios Malamos Executive Member
of the BoD,
Member of the
Committee
Vasileios
Zairopoulos
Non-Executive
Member of the
BoD, Member of
the Committee
The Committee convened 6 times during
the fiscal year 2022 in the presence of all
its members.
The topics that were mainly discussed con-
cern the strategies of the subsidiaries and
strategies for new investments.
Sustainability Committee
The purpose of this Committee is to con-
sider, promote and report periodically to
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Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
the Board of Directors on environmental
and social sustainability issues.
The responsibilities of the Committee
include:
• Review the formulation of the sustain-
ability related policies, strategies and
objectives to ensure that they are in
line with the needs of the Company
in line with the vision and values, fully
complying with applicable legal and
regulatory requirements.
• Monitors the development and imple-
mentation of the Sustainable Develop-
ment goals that have been set, based
on the materiality analysis, which in-
cludes the important, relevant and
critical areas that the Company high-
lights as priorities and proposes im-
provements to the Management and
then to the Board, where necessary.
• Review the progress and results of any
of the Company’s sustainability work
and report to the Board regularly.
• Monitors international trends and best
practices in order to regularly update
the Board.
• Recognizes timely risks and opportu-
nities and prepares proposals to the
Board for the necessary actions, in-
cluding the framework that ensures
the financing of the Company.
• Studies and pre-approves the annual
non-financial statements and Sustain-
ability reports, as well as other disclo-
sures, submitting relevant suggestions
to the Board for approval.
• Acts on behalf of the Board and coop-
erates with the Management of the
Company ensuring the prestige and
reputation of the Company in relation
to all issues of Sustainable Develop-
ment and its Public Image.
Operational Framework
Environment: The impact of the Com-
pany’s footprint to land, air, water, climate
through the use of raw materials, end
products design, technology, manufactur-
ing units etc
Society: the impact of the Company’s
policies and strategy in relation to: (1) Em-
ployee’s learning & development, (2) Well-
being including Health & Safety, (3) Living
wage standards (4) Diversity & Inclusion
philosophy and commitments, (5) Human
rights, (6) Work environment, (6) Policy of
child/forced/compulsory labour, (7) Com-
munity support (8) Products’ safety during
their production and use, etc.
The Sustainability Committee consists of
four (4) members of the Board of Directors,
as follows:
Theodoros Kitsos
Independent,
Non-Executive
Member of the
BoD, Chairman of
the Committee
Konstantinos
Chalioris
Executive Member
of the BoD,
Member of the
Committee
Dimitrios Malamos
Executive Member
of the BoD,
Member of the
Committee
Spyridoula
Maltezou
Independent,
Non-Executive
Member of the
BoD, Member of
the Committee
The Committee convened 6 times during
the fiscal year 2022 in the presence of all its
members, during the major meetings.
The topics that were mainly discussed
concern:
Annual Financial Report as of 31.12.2022
Page 95 of 268
Amounts in thousand Euro, unless stated otherwise
• Monitoring the Group’s plan regard-
ing the reduction of energy consump-
tion and the use of Renewable Energy
Resources,
• Approval of the Strategic Plan for Sus-
tainable Development,
• Discussion on the changes that Law
4819/2021 will bring to plastics follow
up,
• Approval of revision of the Commis-
sion’s Terms of Reference (TOR),
• Follow up of direct and indirect green-
house gas emissions monitoring,
• Discussion on the Board of Directors
members and Executives’ training
program,
• Discussion on Group’s Sustainability
PURPOSE and VISION/MISSION,
• Discussion on Group’s and external
environment current status related
with sustainability,
• Monitor the CDP report and data
verification,
• Discussion and approval of the 2021
Sustainable Development Report,
• Discussion and approval on the Sus-
tainable Development Report of Thra-
ce Greenhouses,
• Discussion on supplier evaluation
policy,
• Discussion on the project to support
sustainable development issues
It is pointed out that all the above Commit-
tees of the Board of Directors have drafted
– composed their Rulebooks.
8) Evaluation of Board of Directors
and Committees
The Company implements an Evaluation
Policy of the Board of Directors and Com-
mittees. The scope of the Policy includes
the executive, non-executive, independ-
ent non-executive members of the Board
of Directors of the Company, as well as
the non-members of the Board of Direc-
tors (third parties) who are members of its
Committees.
The criteria of suitability and reliability of
the Board members are defined in law
4706/2020, the decisions issued under its
authority, as well as the Suitability Policy of
the Company, which has been approved
and implemented by the Company. The
Company Suitability Policy is posted on
the company’s website www.thracegroup.
com.
Procedure for Periodic Evaluation of
Board Members
Individuals falling within the scope of the
Suitability Policy are evaluated on an on-
going basis for their ability to perform
their duties adequately and effectively and
to safeguard the interests of the Company
and other stakeholders in order to achieve
sound and prudent management of the
Company by fit and proper persons.
The members of the Board and its Com-
mittees are evaluated:
• On a collective basis, which takes into
account the overall operation of the
Board and its Committees and
• On an individual basis regarding the
assessment of each member contribu-
tion to the successful operation of the
Board.
The periodic evaluation of the Board of
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Amounts in thousand Euro, unless stated otherwise
Directors members and its Committees
is held on an annual basis within the first
quarter of each year, unless otherwise de-
cided by the Remuneration & Nomination
Committee and concerns the period of 12
months of the previous year.
Self-evaluation of the overall
performance of the Board of Directors
and its Committees
The self-evaluation of the overall perfor-
mance of the Board of Directors and its
Committees is carried out taking into ac-
count the purposes, responsibilities, their
operation based on the Articles of Asso-
ciation, the Regulations and the legislative
and regulatory framework. Also, during
the overall evaluation, the composition,
the diversity, and the effective coopera-
tion of the members of the Board of Di-
rectors for the fulfillment of their duties
are taken into account. It is conducted on
the basis of questionnaires which are ap-
proved by the Remuneration & Nomina-
tion Committee and are completed by the
members of the Board of Directors and the
Committees. Members should answer all
the questions on the questionnaires.
The Remuneration & Nomination Commit-
tee decides on the initiation of the self-
evaluation process and decides whether it
is deemed appropriate for the annual eval-
uation to be carried out internally or with
the assistance of an independent external
consultant.
Individual Evaluation of Board of
Directors Members and its Committees
The individual evaluation of the members
of the Board concerns the performance of
each member on an individual basis and
the assessment of his/her contribution to
the effective operation and overall perfor-
mance of the Board.
Each member of the Board is evaluated by
the Chairman or the Vice-Chairman and all
the other members of the Board of Direc-
tors, regarding the fulfillment of the role
and the more specific tasks assigned to
him/her, as defined in the Rulebook of the
Board of Directors and its Committees, in
the Internal Regulations of the Company,
in the Corporate Governance Code as well
as in law 4706/2020.
During the individual evaluation, the sta-
tus of the member is taken into account
(executive, non-executive, independent
non-executive), the participation in spe-
cial Committees, the assumption of special
responsibilities / projects, the time dedi-
cated during the fulfillment of his / her du-
ties, the behavior as well as the utilization
of theoretical knowledge and professional
experience possessed.
The evaluation is carried out on the basis
of questionnaires that are completed for
each member, while in addition, in the
context of the individual evaluation, the
Chairman or Vice-Chairman may meet
individually with the members, if this is
deemed appropriate or necessary.
In case a low score is identified or there are
suggestions for improvement for specific
members, the Chairman and/or the Vice
Chairman of the Board are informed so as
to consider the possibility of an individual
meeting of the Chairman and / or the Vice-
Chairman with the member of the Board
for their update, the discussion of the in-
dividual points that have been recorded
and the definition of the actions that are
deemed appropriate to follow. Regard-
ing the evaluation of the Chairman, a cor-
responding update is made, if necessary,
to the Chairman of the Remuneration &
Annual Financial Report as of 31.12.2022
Page 97 of 268
Amounts in thousand Euro, unless stated otherwise
Nomination Committee. During the rele-
vant briefing of the Chairman of the Board,
the anonymity of the members who made
the evaluation is ensured and in no case
are their details disclosed to the Chairman
of the Board or to the Remuneration &
Nomination Committee.
Based on the evaluation of the Board of
Directors members and its Committees,
as described above, with reference period
the closing fiscal year 2022 (01.01.2022-
31.12.2022), no significant weaknesses
were identified. Therefore, the Board of
Directors decided not to prescribe any cor-
rective actions.
VI. General Meeting and
Shareholders’ Rights
1. Authorities of General Meeting
• The General Meeting of the Compa-
ny’s shareholders is the highest corpo-
rate body and is entitled to decide on
any issue that concerns the Company,
while its decisions also bind share-
holders that are not present or who
disagree.
• Issues regarding invitation, convening
and conducting General Meetings of
shareholders, that are not particularly
defined by the Company’s current Ar-
ticles of Association are governed by
the relevant provisions of articles 116-
140 of Law 4548/2018, as currently in
effect.
2. Convening the General Meeting
• The General Meeting convenes at the
company’s registered offices or in a
district of another municipality within
the prefecture of its domicile or anoth-
er municipality near the domicile. The
General Meeting may also convene in
the district of the municipality where
the domicile of the relevant organized
market is located.
• Participation in voting remotely, mean-
ing via either audiovisual/ electronic
or other means, like mail vote, during
the General Meeting of shareholders
is permitted given the prior disclosure
to shareholders of the meeting agen-
da issues and relevant voting ballots
or the mail vote forms, accompanying
such issues at least five (5) days prior
to the General Meeting. The issues
and voting ballots may be provided
and submitted online through the
internet. Shareholders that vote in
this manner are calculated to define
quorum and majority, given that the
relevant ballots or the mail vote forms
have been received by the company at
least one (1) full day prior to the day of
the General Meeting.
In this case, the Company shall take ade-
quate measures to:
(a) be able to ensure the identity of the
participant, the participation of per-
sons who are entitled to participate in
or attend the General Meeting and the
security of the electronic connection,
(b) enable the participant to monitor the
proceedings of the Meeting by elec-
tronic or audiovisual means and to ad-
dress the Meeting, verbally or in writ-
ing during the meeting, and to vote on
the items on the agenda; and
(c) ensure the ability to record accurately
the participant’s remote voting.
• The members of the Board of Direc-
tors as well as the Auditors of the
Company are entitled to attend the
General Meeting. The head of the
Page 98 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Internal Audit Unit must attend the
General Meetings of shareholders.
The Chairman of the General Meet-
ing may, under his/her responsibility,
allow the presence of other persons
who do not have shareholder status or
are not shareholders’ representatives
in the Meeting insofar as this is not
contrary to the Company’s interest.
These persons are not considered to
be members of the General Meeting
solely because they have spoken on
behalf of a present shareholder or at
the invitation of the Chairman.
3. Representation of shareholders at
the General Meeting
Shareholders that have the right to par-
ticipate in the General Meeting may be
represented in such by legally authorized
proxies.
4. Chairman of the General Meeting
• The Chairman of the Board of Direc-
tors temporarily serves as chairman of
the General Meeting, or if he is unable
his substitute, as defined by the article
9 of the Articles of Association or if the
latter is unable also, then the oldest in
age from the present Members. Those
appointed by the Chairman serve as
temporary Secretary of the General
Meeting.
• Following the reading of the final list of
shareholders that have voting rights,
the Meeting proceeds with electing
a Chairman and a Secretary who also
serves as a vote teller.
5. Minutes
Copies or extracts from the minutes of the
General Meeting shall be ratified by the
Chairman or by his / her legal substitute or
by his / her replacement or by any person
appointed by the Board of Directors.
6. Shareholders’ Rights before the
General Meeting
• From the date of publication of the
invitation for the convening of the
General Meeting or Assembly up to
that day, the Company shall post on its
website the following information:
(a) the invitation to convene the Gen-
eral Meeting,
(b) the total number of shares and vot-
ing rights that the shares incorporate
at the date of the invitation, indicating
also separate totals per share class,
(c) the forms to be used for voting by a
representative or delegate, and, where
provided for, by ballot paper or mail
vote and by electronic means, and
(d) the documents to be submitted to
the General Meeting,
(e) a draft decision on each item of the
proposed agenda and the draft reso-
lutions proposed by the shareholders
pursuant to paragraph 3 of article 141
of Law 4548/2018.
• The Company publishes the results
of voting on its website, under the re-
sponsibility of the Board of Directors,
within five (5) days from the date of
the General Meeting, specifying for
each decision at least the number of
shares for which valid votes, the pro-
portion of the capital represented by
these votes, the total number of valid
votes, and the number of votes for and
against each decision and the number
of abstentions.
Annual Financial Report as of 31.12.2022
Page 99 of 268
Amounts in thousand Euro, unless stated otherwise
Right of Participation and Voting
Each share is entitled to one (1) vote. The
General Meeting is entitled to participate
as shareholder in the records of the De-
materialized Securities System (DSS) man-
aged by Societe Anonyme with the name
“Greek Central Securities Depository SA”
(GCSD) or the one identified as such based
on the relevant date through the regis-
tered mediators or other intermediaries
in accordance with the provisions of the
legislation (law 4569/2018, law 4706/2020
and Regulation (EU) 2018/1212) as well as
the Regulation of Operation of the Greek
Central Securities Depository SA (Govern-
ment Gazette B 1007/16.03.2021).
Proof of shareholder status can be per-
formed by any legal means, and, in any
case, based on information received by
the Company from the CSD, under the
condition it provides registry services or
through the participants and registered in-
termediaries in the CSD in any other case.
For the Repeated General Meeting the sta-
tus of shareholder must exist at the begin-
ning of the fifth (5
th
) day prior to the day
of the General Meeting in accordance with
the provisions of article 124 par. 6 of law
4548/2018, as in force today, provided that
the adjourned or repeated meeting is not
more than thirty (30) days from the record
date. If this is not the case or if a new invita-
tion is published in the case of the repeat-
ed General Meeting, the General Meeting
is attended by the person who has the
shareholder status at the beginning of the
third (3
rd
) day before the postponed or the
repeated General Meeting.
Only those that have the shareholder ca-
pacity during the respective record date
is considered by the Company to have
the right of participation and voting at
the General Meeting (first and / or repeat
meeting).
It is noted that the exercise of the above
rights (participation and voting) does not
require the blockage of the beneficiary’s
shares or any other relevant process, which
limits the ability to sell or transfer shares
during the time period between the record
date and the date of the General Meeting.
Minority Rights of Shareholders
Pursuant to article 141 of Law 4548/2018,
the shareholders have, inter alia, the fol-
lowing rights:
(a) At the request of shareholders, rep-
resenting one twentieth (1/20) of the
paid-up share capital, the Board of
Directors is obliged to convene an Ex-
traordinary General Meeting of Share-
holders, appointing a meeting date,
which shall not be more than forty five
(45) days from the date of submission of
the application to the Chairman of the
Board of Directors.
The application contains the subject
of the agenda. If no General Meeting
is convened by the Board of Directors
within twenty (20) days from service
of the relevant application, the convo-
cation shall be carried out by the ap-
plicant shareholders at the expense of
the Company, by a court order issued
in the interim proceedings. This deci-
sion defines the place and time of the
meeting as well as the agenda. The
decision is not challenged by legal
means.
(b) With the request of shareholders that
represent one twentieth (1/20) of the
paid up share capital, the Board of Di-
rectors of the Company is obliged to
list additional issues on the General
Meeting’s agenda, if the relevant re-
quest is received by the Board at least
fifteen (15) days prior to the General
Page 100 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Meeting. The request for the listing of
additional issues on the daily agenda
is accompanied by a justification or
by a draft resolution for approval by
the General Meeting and the revised
agenda is published in the same man-
ner as the previous agenda, at least
thirteen (13) days prior to the General
Meeting date and at the same time
is disclosed to shareholders on the
Company’s website together with the
justification or draft resolution sub-
mitted by the shareholders according
to those stipulated by article 123, para-
graph 4 of Law 4548/2018.
If these issues are not published, the
requesting shareholders are entitled
to request the postponement of the
General Meeting and to make the
publication themselves.
(c) Shareholders representing one twen-
tieth (1/20) of the paid-up share capi-
tal shall have the right to submit draft
decisions on issues included in the
original or any revised agenda. The
relevant application must reach the
Board of Directors seven (7) days prior
to the date of the General Meeting,
the draft decisions being made avail-
able to the shareholders according to
the provisions of article 123 par. 3 of
law 4548/2018 six (6) at least days prior
to the date of the General Meeting.
The Board of Directors is not obliged
to enroll issues on the agenda or to
publish or disclose them together with
justifications and draft decisions sub-
mitted by the shareholders according
to the above paragraphs b and c re-
spectively if their content comes obvi-
ously contrary to law or ethics.
(d) At the request of a shareholder or
shareholders representing one twenti-
eth (1/20) of the paid-up share capital,
the Chairman of the Meeting shall be
obliged to postpone the decision of
the General Assembly, either ordinary
or extraordinary, for all or certain mat-
ters, setting a day for the continua-
tion of the meeting to conclude with
these matters, the one specified in
the shareholders’ application, but this
cannot be more than twenty (20) days
from the date of the postponement.
The postponement of the General
Meeting is a continuation of the previ-
ous one and no repetition of the pub-
lication formalities of the sharehold-
ers’ invitation is required, and new
shareholders cannot participate in it,
subject to the relevant participation
formalities.
(e) Following a request of any sharehold-
er that is submitted to the Company at
least five (5) full days prior to the Gen-
eral Meeting, the Board of Directors
is obliged to provide to the General
Meeting the specifically required in-
formation on the Company’s affairs, to
the extent that such are useful for the
real assessment of the agenda issues.
No obligation to provide information
exists when the relevant information
is already available on the Company’s
website especially in the form of ques-
tions and answers. Also, at the request
of shareholders representing one
twentieth (1/20) of the paid up capital,
the Board of Directors is obliged to an-
nounce to the General Meeting, if or-
dinary, the sums paid over the last two
years to each member of the Board of
Directors or the directors of the Com-
pany, as well as any benefit to such
persons from any cause or contract
between the Company and the mem-
bers. In all the above cases, the Board
of Directors may refuse to provide the
information for substantive reason,
Annual Financial Report as of 31.12.2022
Page 101 of 268
Amounts in thousand Euro, unless stated otherwise
which is recorded in the minutes. Such
a reason may be, in the circumstances,
the representation of the requesting
shareholders in the Board of Directors
in accordance with Articles 79 or 80
of Law 4548/2018. In the cases of this
paragraph, the Board of Directors may
respond in unison to shareholder re-
quests with the same content.
(f) Following a request by shareholders
that represent one tenth (1/10) of the
paid up share capital, which is submit-
ted to the Company at least five (5) full
days prior to the General Meeting, the
Board of Directors is obliged to pro-
vide to the General Meeting informa-
tion on the development of corporate
affairs and the financial position of
the Company. The Board of Directors
may decline the provision of such in-
formation for reasonable cause, which
is stated in the minutes. Such a reason
may be, according to the circumstanc-
es, the representation of the request-
ing shareholders in the Board of Direc-
tors in accordance with Articles 79 or
80 of Law 4548/2018 or if the relevant
members of the Board of Directors
have received the relevant informa-
tion in a sufficient manner.
(g) At the request of shareholders rep-
resenting one twentieth (1/20) of the
paid-up share capital, the voting on a
subject or issues on the agenda shall
be made by open vote.
In all the cases of Article 141 of Law
4548/2018, the requesting sharehold-
ers are required to prove their share-
holder status and, except in the cases
of the first subparagraph of paragraph
6 and paragraph 10, the number of
shares they hold in exercising their
rights. Demonstration of sharehold-
er status can be done by any legal
means, however, based on informa-
tion received by the Company from
the CSD, under the condition it pro-
vides registry services or through the
participants and registered intermedi-
aries in the CSD in any other case.
(h) Shareholders of the Company, repre-
senting at least one twentieth (1/20)
of the paid-up share capital, are enti-
tled to request extraordinary audit of
the Company by court which has juris-
diction in the procedure of voluntary
jurisdiction. Control shall be ordered
if acts that violate provisions of the
Company’s law or the Articles of As-
sociation or decisions of the General
Meeting are suspected.
(i) Shareholders of the Company repre-
senting one fifth (1/5) of the paid-up
share capital are entitled to request
the court to audit the Company, since
from the course of the company and
on the basis of certain indications it
is believed that the management of
corporate affairs is not exercised as
required by sound and prudent man-
agement. The court may consider that
the representation of the requesting
shareholders in the Board of Direc-
tors in accordance with Articles 79 or
80 does not justify the shareholders’
request.
(j) Shareholders representing one twen-
tieth (1/20) of the paid-up share capi-
tal have the right to submit in writing
to the Board of Directors an applica-
tion for the exercise of the Company’s
claim pursuant to article 103 of Law
4548/2018.
(k) Shareholder holding shares repre-
senting 2 percent (2/100) of the share
capital may request the annulment of
a decision of the General Meeting that
took place in a manner not consistent
Page 102 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
with the law or the Articles of Associa-
tion, if he/she did not attend the Gen-
eral Meeting or opposed the decision.
(l) At the request of a shareholder or
shareholders representing at least one
third (1/3) of the paid-up capital, the
Company may be dissolved by a court
order if there is an important reason
for doing so, which in a clear and per-
manent manner, proves that its con-
tinuance is impossible.
Process for exercising voting rights
through a proxy
The shareholder participates in the Ex-
traordinary General Meeting and votes
either in person or through a proxy. Each
shareholder may appoint up to three (3)
proxies. Legal entities participate in the
General Meeting by appointing up to three
(3) persons as representatives. However,
if a shareholder owns Company shares,
which appear in more than one security
accounts, this limitation does not obstruct
the said shareholder from appointing dif-
ferent proxies for the shares that appear
in each security account in relation to the
General Meeting. A proxy that acts on be-
half of more than one shareholder, can
vote separately for each shareholder.
Specifically for shareholder participation
by proxy at the Annual Ordinary Gen-
eral Meeting or any Repeated Meeting,
remotely in real-time by teleconference,
the shareholder or the Participant of the
Securities Account in the DSS or another
intermediary acting as custodian of the
shareholder and holding his/her shares
may appoint up to one (1) proxy.
A shareholder proxy must disclose to the
Company, prior to the beginning of the Ex-
traordinary General Meeting, any specific
event that may be useful to shareholders
in assessing the risk of the proxy serving
other interests than those of the represent-
ed shareholder. There might be conflict of
interests specifically when the proxy:
(a) is a shareholder that exercises control
on the Company or is another legal en-
tity controlled by the shareholder,
(b) is a member of the Board of Directors
or generally the management of the
Company or of a shareholder that exer-
cising control on the Company, or an-
other legal entity that is controlled by
a shareholder who exercising control of
the Company,
(c) is an employee or Certified Public Ac-
countant of the Company or sharehold-
er that exercising control of the Compa-
ny, or another legal entity controlled by
the shareholder who exercising control
of the Company,
(d) is a spouse or first degree relative with
one of the persons mentioned above in
cases (a) through (c).
The appointment and revocation or re-
placement of the representative or proxy
is applied in written or electronically and
submitted to the Company in the same
form, at least forty eight (48) hours prior to
the defined date of the General Meeting.
The Company makes available the form it
uses to appoint proxies on its website. This
form is filled in and submitted signed by
the shareholder to the Company’s Inves-
tor Relations Department or is sent by fax
to the latter at least forty eight (48) hours
prior to the date of the General Meeting.
The beneficiary shareholder is requested
to confirm the successful dispatch and re-
ceipt of the proxy form by the Company by
contacting the Company during working
days and hours.
Procedure for remotely participating in
the vote by Mail vote.
Annual Financial Report as of 31.12.2022
Page 103 of 268
Amounts in thousand Euro, unless stated otherwise
In addition, shareholders have the option
to participate remotely, in person or by
proxy, at the vote on the item of the Annu-
al Ordinary General Meeting that will take
place before the General Meeting, under
the terms of article 126 of law 4548/2018
and under what it is mentioned below.
Specifically, shareholders that wish to par-
ticipate and vote remotely on the item of
the Annual General Meeting that will take
place before the General Meeting, can
complete, and submit the “Mail vote form”
which has been uploaded at the site of the
Company, signed with a dully verified sig-
nature form or be sent digitally signed by
using a recognized digital signature (quali-
fied certificate) by the proxy or sharehold-
er through email.
Shareholders’ Rights
Shareholders’ Rights & their exercise
The Company has issued common reg-
istered shares listed on the Athens Ex-
change, and registered in immaterial form
in the records of the Dematerialized Secu-
rities System. There are no special rights in
favor of specific shareholders.
The acquisition of Company shares implies
the full and without any reservation ac-
ceptance of its Articles of Association and
of the legal decisions made by its relevant
bodies.
Each share provides rights correspond-
ing to the respective percentage of share
capital such represents. The responsibil-
ity of shareholders is limited respectively
to the nominal value of shares owned. In
case of co-ownership of a share, the rights
of the co-beneficiaries are exercised only
by a joint representative of such. The co-
beneficiaries are responsible with solidar-
ity and entirely for fulfilling the obligations
that emanate from the common share.
Each Company share incorporates all the
rights and obligations defined by Law
4548/2018 as in effect and its Articles of
Association, and specifically:
• The right to participate and vote in the
General Meeting.
• The right to receive dividend from the
Company’s earnings.
• The right on the product of liquida-
tion, or respectively the capital depre-
ciation that corresponds to the share,
given that such is decided by the Gen-
eral Meeting. The General Meeting of
the Company’s shareholders main-
tains all its rights during liquidation.
• The pre-emptive right in any increase
of the Company’s share capital that
takes place by cash and through the
issue of new shares, as well as the pre-
emptive right in any issue of convert-
ible bonds, given that the General
Meeting that approves the increase
does not decide differently.
• The right to receive a copy of the annu-
al financial statements and reports by
the Certified Public Accountants and
Board of Directors of the Company.
• The rights of minority shareholders
described below.
VII. Sustainable Development Policy
At the core of the Sustainable Develop-
ment Policy, the Company has a vision to
be the most valuable partner for its cus-
tomers and suppliers and at the same time
to increase its share value, always taking
care of the well-being of all its people.
In this context, the Company seeks the
implementation of practices to promote
Sustainable Development and is commit-
ted through its policies to show respect for
the human factor, society and the environ-
Page 104 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
ment, in order to remain a reliable social
partner. Our approach to Sustainable De-
velopment is based on six pillars:
(1) We operate with respect for the envi-
ronment,
(2) We contribute to the Circular Economy
and the Economy of New Plastics,
(3) We create value for our people,
(4) We contribute in the local community,
(5) We operate with transparency and in-
tegrity,
(6) We ensure business continuity and opti-
mal financial performance.
The main risks and their management, the
Company’s performance and its commit-
ments under the 17 Sustainable Develop-
ment Goals are described in detail in the
annual Sustainable Development Reports
and the Non-Financial Information Re-
ports. The recording and communication
of all the above issues to the interested
parties is in line with international and na-
tional standards and indicators, aiming at
reliable and transparent information.
Implementation and Monitoring
This policy is in line with the requirements
of the existing legislative and regulatory
framework.
• In addition, the Company in the con-
text of preparation and implementa-
tion of this policy, has taken into ac-
count and has voluntarily adopted
international standards and principles,
with emphasis on:
• the “Agenda 2030” of the United Na-
tions (UN) with the 17 Sustainable
Development Goals adopted in Sep-
tember 2015 by the 193 UN Member
States,
• the ESG 2019 Information Disclosure
Guide of the Athens Stock Exchange,
• the United Kingdom Modern Slavery
Act 2015.
The monitoring of the implementation
of the Sustainable Development Policy
is the responsibility of the Sustainability
Committee at the Board of Directors level,
while at the administrative level, of the
Sustainable Development Team. In this
context, the Internal Audit Service can as-
sist through periodic audits. The Sustain-
able Development Policy was approved by
the 16.07.2021 of the Board of Directors, is
reviewed on an annual basis and is avail-
able on the corporate website.
The Board of Directors and / or the Inter-
nal Audit Service may suggest the revision
of the Sustainable Development Policy
and any amendment thereto shall be ad-
equately documented and accompanied
by the approval of the Board of Directors.
The rules, commitments and principles
contained in the Corporate Governance
Code, the Code of Ethics and Conduct,
the Internal Rules of Operation, the Safety,
Health, Environment Policy, Social Contri-
bution Policy and Product Quality Policy in
each relevant policy or code adopted and
implemented by the Company, remain in
force, and are applied in parallel with this
policy. Everything mentioned in this policy
is applied and monitored in the same way
for the Company and for all its subsidiaries.
This Sustainable Development Policy:
• Binds the Company and all its subsidi-
aries and covers all the activities of the
Company in Greece and abroad, in-
cluding all operations carried out by
the Company or its subsidiaries.
• Applies to all members of the Board
of Directors, senior executives, em-
ployees of the Company and its sub-
Annual Financial Report as of 31.12.2022
Page 105 of 268
Amounts in thousand Euro, unless stated otherwise
sidiaries, and in general all persons
employed in the Company or its sub-
sidiaries either through an employ-
ment contract or through another
contractual relationship.
• Is disclosed to third parties provid-
ing services to the Company (supply
chain) or acting on its behalf or in co-
operation with it (value chain), includ-
ing partners and suppliers and any
other persons with whom the Com-
pany cooperates under outsourcing
contracts or other agreements.
Stakeholders
Stakeholders are the “environment” (di-
rect and indirect), which interacts with the
Company and is interested in its activities.
Interested parties are defined as those en-
tities that either have a direct or indirect
impact on the Company and its activities
or respectively are recipients of the direct
or indirect impact arising from the Com-
pany and its activity. The Company maps
the groups of stakeholders that influence
with their decisions its ability to imple-
ment its strategy and achieve its goals.
On an annual basis, it validates the stake-
holder groups, improves the methods of
communication and consultation with
them and records their basic needs and ex-
pectations as they arise from its operation.
For the Company, the establishment of the
dialogue with the interested parties is very
important, as it contributes to its effective
operation through the understanding of
the market conditions and the mitigation
of potential risks.
Corporate Governance
Through the established corporate gov-
ernance system, the Company adminis-
ters the management and control issues,
monitors the compliance with the cur-
rent legislation and the legal framework
and controls the management methods
related to shareholder issues. This system
is framed by the Corporate Governance
Code applied by the Company. Regarding
corporate governance, the Company has
set up a Sustainability Committee, where
members of the Board of Directors are part
of. The Committee is accountable to the
Board of Directors for the supervision and
the proper process of implementation of
the Company’s sustainable development
strategy, which concerns policies, goals,
actions and results in environmental, so-
cial and ethical issues related, both inter-
nally and with the external environment of
the Company. At the administrative level, a
Sustainable Development Team has been
appointed, which includes executives
from various departments of the Company
as well as representatives of the Subsidi-
aries and which supports the Company’s
Management in the implementation of its
strategy for sustainable development. The
Team is coordinated by the Chief Sustain-
ability Officer.
Fight against Corruption and Bribery
The Company is committed to zero tol-
erance in matters of corruption, bribery
and extortion and aims to prevent such
phenomena in all aspects of its activity,
conducting its business with integrity, in
accordance with the highest standards of
ethics and applying applicable laws.
The Company has established the Code
of Ethics and Conduct, which defines the
standards of conduct required of all em-
ployees and includes basic principles, the
observance of which aims to prevent and/
or eliminate corruption. The Code of Eth-
ics and Conduct is available to all employ-
ees through the corporate website. In ad-
dition, the internal audit department, in
the context of its various audits, includes
targeted audits in this regard to avoid any
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Amounts in thousand Euro, unless stated otherwise
incidents of corruption.
Respect for Human Rights
The Company and all those who repre-
sent, cooperate and/or are employed in it
must comply with the Code of Ethics and
Conduct applied by the Company and all
provisions and regulations of it regarding
the respect of human rights. The Company
is committed to zero tolerance, in terms of
harassment in the workplace, in any form
of discrimination based on race, religion,
gender, nationality, age, disability, sexual
orientation, etc., in cases of forced and
child labor in both the Company itself, as
well as to its subsidiaries.
Suppliers’ Ethics and Conduct
The Company recognizes the necessity of
applying the principles of ethics and con-
duct, to which it is committed, in its supply
chain. In this context, there is a continuous
effort to evaluate its suppliers and part-
ners in accordance with their social and
environmental commitments and perfor-
mance, thus ensuring the risk of devia-
tion from good social and environmental
standards, which include issues of work
practices and human rights, as well as the
fight against corruption. At the same time,
the Company has fully implemented the
Modern Slavery Act of the United King-
dom of 2015 and has zero tolerance in rela-
tion to its violation.
Social Responsibility
The Company seeks, through its business
activities, to achieve high performance, to
produce and distribute directly or indirect-
ly economic value to the society in which it
operates, with particular emphasis:
• On strengthen the economies of the
countries in which it operates, through
the cash flows it creates to stakehold-
ers and in particular tax payments,
payments to suppliers, payroll pay-
ments to employees, dividends to
shareholders and investments in local
communities.
• On the needs of the citizens and the
societies that frame the Company and
are influenced by its activities.
• On the employment, through the
direct and indirect creation and / or
maintenance of jobs throughout the
value chain of the Company.
Quality, Safety and Customer Service
The Company prioritizes the quality of
its products and the safety of its custom-
ers and has established a Product Quality
Policy. The Company complies with the
respective national laws and adopts inter-
national norms, safety rules, best practices
and standards, regarding the design and
production of products in all its facilities,
monitoring and eliminating any unfortu-
nate effects on the health and safety of
customers and end users. The products
are controlled in all phases of the produc-
tion process and the Company has adopt-
ed management systems and quality as-
surance procedures in accordance with
international standards.
Labor Issues
The Company recognizes the value creat-
ed by human capital and considers it cru-
cial for the good quality of its products, the
high productivity and the achievement of
its competitive advantage. Investing in its
people is a priority, by encouraging life-
long learning, collaboration, initiative and
personal achievement.
Annual Financial Report as of 31.12.2022
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Amounts in thousand Euro, unless stated otherwise
In order to ensure a responsible working
environment of well-being, the Company
has established the Code of Ethics and
Conduct, various company directives, in-
ternal regulations and policies related to
human and labor rights, health, safety and
well-being of human resources, evolution
and development of its potential and zero
tolerance of harassment, all forms of dis-
crimination, forced and child labor. The
Company also respects the privacy of its
employees by keeping all their personal
information confidential and the Top Man-
agement promotes in various ways the as-
surance and enhancement of employee
benefits, providing a working environment
of equal opportunities for all. The priority
is to minimize the possibility of causing an
accident at work or illness and that is why
the implementation of the Safety, Health,
Environment Policy has been systemati-
cally developed and monitored.
Social contribution
The Company has established a unified
Social Contribution Policy, through which
all subsidiaries recognize their responsi-
bility to the society. The Sustainable De-
velopment Team is in constant collabora-
tion with executives of the subsidiaries, in
order to plan, coordinate and implement,
jointly, social actions and initiatives for
public benefit purposes. In order to make
a practical contribution to the local com-
munity, the “Stavros Halioris Social Center”
has been established, which constitutes a
prominent example for the Company, with
actions and activities of educational, cul-
tural, recreational and social content.
Environmental Liability
The Company has an Safety, Health, Envi-
ronmental Policy always guided by the im-
provement of the environmental impacts
resulting from its operation, with commit-
ment to the application of the principles
of circular economy, responsible waste
management, reduction of energy con-
sumption and reduction of greenhouse
gas emissions.
Circular Economy
The plastics industry faces a variety of chal-
lenges and opportunities. For this reason,
the Company has adopted the principles
of the circular economy from the supply of
raw materials and product design, incor-
porating practices based on the principles
of reduction, reuse and recycling, up to the
entire life cycle of its products. The adop-
tion of a new, innovative, circular economy
model is a very important initiative by the
Company, recognizing its contribution to
the efficient use of resources, as an impor-
tant link in the global plastic value chain.
In this context, the Company is commit-
ted, in terms of responsible supply of raw
materials and saving of natural resources,
to replace 8,500 tons of raw material with
recycled plastic by 2025. At the same time,
the Company monitors with relevant
measurement indicators and improves
where possible its environmental perfor-
mance. Furthermore, it fully complies with
the legal requirements for waste manage-
ment, storage, transport, recycling and dis-
posal, ensuring their proper management
through partnerships with certified bodies
and organizations, while, at the same time,
it participates in global alliances.
Climate Change
The Company recognizes the risks and
impacts that may arise in its business ac-
tivity due to climate change, such as the
occurrence of extreme weather events or
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Amounts in thousand Euro, unless stated otherwise
rising temperatures, which may affect the
production process and bring about sig-
nificant changes in its activities and abrupt
changes in its income and expenses in the
short, medium and long term. To mitigate
the risks arising from climate change, but
also to achieve positive financial results for
itself and its operating environment, the
Company adapts its business model to re-
duce its carbon footprint (direct emissions,
energy consumption, use of recycled ma-
terial, waste management) and focus on
the development of innovative products
and services, applying the principles of the
circular economy.
Essential non-financial issues
The Group proceeded at the end of 2022
to the identification of important issues
related to the creation of economic, social
and environmental benefit throughout
the value chain and proceeded to the pri-
oritization of them in relation to its busi-
ness model based on the methodology
of the internationally valid GRI reporting
standards.
The topics that emerged from the pri-
oritization as material after consultation
with the interested parties (Shareholders
& Investment Community, Board of Direc-
tors, Management, Employees, Custom-
ers, Suppliers, State, Non-Governmental
Organizations & Civil Society, Business As-
sociations) were endorsed by the Sustain-
ability Committee and the Audit Commit-
tee. These issues will be analyzed in detail
in the 2022 Sustainability Report regarding
the Group’s approach and performance.
Material topics
• Virgin & recycled raw materials
• Economic value generated & distrib-
uted
• Customer health, safety & satisfaction
• Business ethics & anti-corruption
• Employee health, safety & well-being
• Product quality, safety & information
• Energy efficiency & renewable energy
• Regulatory compliance & policies
• Product innovation & life cycle
• Direct & indirect GHG emissions
Standards for the publication of non-
financial information
The Report (Statement) of non-financial in-
formation, which is analyzed in CHAPTER
12, has been compiled according to GRI
standards (core selection). For reasons of
consistency and completeness of the infor-
mation provided, as well as comparability
of the data, the corresponding data of the
two previous years are also displayed. At
the same time, other valid standards, tools
and recommendations from internation-
ally recognized initiatives have been taken
into account in order to ensure compliance
with a complete as possible framework of
disclosure indicators, such as the SASB
standards for the chemicals sector, the rec-
ommendations for the disclosure of finan-
cial information related to climate of the
international initiative TCFD, the CDP and
EcoVadis assessments on environmental
impacts and business practices, the ESG
Nasdaq Reporting Guide, the ten prin-
ciples of the United Nations Global Com-
pact (UNGC), the twenty criteria of the
Greek Sustainability Code (GSC), the ESG
Information Disclosure Guide of the Ath-
ens Stock Exchange, where the Company
participates in the ATHEX ESG index, as
well as the impact on the UN Sustainable
Development Goals (SDG).
Annual Financial Report as of 31.12.2022
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Amounts in thousand Euro, unless stated otherwise
SECTION 12: Non-Financial Report
INTRODUCTION
Content
The current Non-Financial Report (State-
ment) constitutes part of the Annual Fi-
nancial Report of Thrace Plastics Group
(hereinafter «Group»), it concerns the fiscal
year January 1, 2022 to December 31, 2022
and it was prepared in accordance with
the Group’s Non-Financial Information De-
velopment Process, as it was approved on
16/07/2021 by the Board of Directors. The
Group’s business model is described in de-
tail at the beginning of the Annual Finan-
cial Report. This section includes informa-
tion on the following:
12.1 Approach to Sustainable
Development
In addition, it contains a detailed descrip-
tion of the Group’s actions for the follow-
ing thematic areas, as defined in section
7 «Report (Statement) of Non-Financial
Information» of circular 62784/2017 in
accordance with the provisions of Law
4403/2016:
12.2 Anti-corruption and issues related
to bribery
12.3 Respect for human rights
12.4 Supply chain issues
12.5 Social and labor issues
12.6 Environmental issues and climate
change
Each of the above areas is analyzed in
three axes: (1) Main risks and their manage-
ment, (2) Due diligence policies and other
policies, (3) Results of said policies and
non-financial key performance indicators.
In addition to the above, the following the-
matic sections are also included:
12.7 Impact of the COVID-19 pandemic
on non-financial issues
12.8 Taxonomy Report, in accord-
ance with Taxonomy Regulation
2020/852/EU
Frame of reference
This Report (Statement) of non-financial
information was prepared by the Group’s
Sustainable Development Department.
The responsibility for the accuracy and
completeness of the quantitative and
qualitative information included in the
Report (Statement) belongs exclusively to
the Group. It has been compiled according
to GRI standards. For reasons of consist-
ency and completeness of the informa-
tion provided, as well as comparability of
the data, the corresponding data of the
two previous years are also displayed. At
the same time, other valid standards, tools
and recommendations from internation-
ally recognized initiatives have been taken
into account in order to ensure compli-
ance with a complete as possible frame-
work of disclosure indicators, such as the
SASB standards for the chemicals sector,
the recommendations for the disclosure
of financial information related to climate
of the international initiative TCFD, the
CDP and EcoVadis assessments on envi-
ronmental impacts and business practices,
the ESG Nasdaq Reporting Guide, the ten
principles of the United Nations Global
Compact (UNGC), the twenty criteria of
the Greek Sustainability Code (GSC), the
ESG Information Disclosure Guide of the
Athens Stock Exchange, where the Group
participates in the ATHEX ESG index, as
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Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
well as the impact on the UN Sustainable
Development Goals (SDG). For clarification
on the terminologies included in this re-
port, an Index of Abbreviations is listed at
the end of the section.
Disclaimer
Any deviation at last-digit-level of the quan-
titative information in this Report (State-
ment) is due to rounding of the amounts.
Prices listed are subject to change. The val-
ues mentioned may be subject to change
in relation to the final quantitative infor-
mation after their verification by a certified
body and detailed data to fully cover the
indicators that will be published in the 5
th
Sustainable Development Report for the
year 2022. Insignificant differences that
may have arisen in previous years are due
to the detailed recalculation of the data
and the conversion rates.
12.1 Approach to Sustainable Development
OBJECTIVE
The Group’s objective through the principles, policy and strategy for sustainable devel-
opment is to create value and develop with respect for society and the environment, so
as to remain a reliable social partner.
THRACE GROUP IS ALIGNED WITH THE MOST SIGNIFICANT GLOBAL SUSTAINABLE
DEVELOPMENT INITIATIVES
Assessment of the
environmental
performance of
products in all three
sectors of activity
2020
Assessment of
business practices
and commitment to
sustainable
development
2021
Participation in the
international
organization CDP to
evaluate
environmental
performance
2021
2018-2019
Disclosure of
approach and
annual
performance based
on GRI standards
Certication of
recycled content by
assessing its
traceability
2022
Inclusion in the
ATHEX ESG index
of the Athens
Stock Exchange
2021
2023
Validation of CO2
reduction targets
to address climate
change
2022
Measurement,
disclosure and
continuous reduction
of CO2 emissions
(scope 1, 2, 3)
PRINCIPLES
ENVIRONMENT
Support circular
economy
Deal with climate
change
SOCIAL
Empower
human capital
Contribute to
society
GOVERNANCE
Operate with
integrity
Ensure business
connuity
Annual Financial Report as of 31.12.2022
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Amounts in thousand Euro, unless stated otherwise
ACTIONS AND PERFORMANCES 2022
DISTINCTIONS AND EVALUATIONS
• The Group participates in the interna-
tional organization CDP, which evalu-
ates organizations regarding their en-
vironmental impact, environmental
risk management and demonstration
of best practices. In 2022 it moved up
2 levels in the ranking receiving a ‘B’
score for its performance related to cli
-
mate change, with external certification
based on AA1000 verification standard,
confirming that it is on par with its in
-
dustry average, while exceeding the
global average
• The Group participates in the interna-
tional initiative SBTi (Science Based
Targets Initiative), which validates the
targets for reducing emissions accord
-
ing to the most valid scientific data on
climate change. In 2022, it committed to
the establishment of scientific targets
for reducing the carbon footprint and
their validation and has already started
this process.
• The Group participates in the European
organization EcoVadis, which evaluates
organizations regarding their business
practices and commitment to sustain
-
able development. In 2022 it received 5
silver awards through the companies
Pack, Nonwovens & Geosynthetics, Pol
-
yfilms, Greiner and Ipoma.
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PARTICIPATION IN INITIATIVES
• In EDANA which consists of a global
association of non-woven and related
industries.
• In the organization Polyolefin Circular
Economy Platform (PCEP) which aims
to redesign and recycle packaging
products and materials.
• In Circular Plastics Alliance (CPA) ini-
tiative which aims to use 10 million
tonnes of recycled plastic by 2025
within the EU.
• In Synthetic Turf Council (STC) which is
a non-profit trade association for the
promotion, development and support
of the synthetic turf industry.
• In the European Man-made Fibers As-
sociation (CIRFS) which is active in the
European technical fiber industry.
• In the European Association of Geo-
synthetics Manufacturers (EAGM)
which aims to promote the knowl-
edge and use of European synthetic
products.
• In the Association of Hellenic Plastic
Industries (AHPI) which is active in the
field of plastic applications.
• In the Association of the Greek Manu-
facturers of Packaging & Materials
(AGMPM) which is active in the pack-
aging material production industry.
• In the Association of Businesses and
Industries (SEV) which aims to repre-
sent Greek businesses and industries
and defend their interests.
Certifications
ISO 14001:2015
Environmental management
ISO 45001:2018
Health and Safety Management
ΙSO 50001:2018
Energy management
ISO 9001:2015
Quality management
ISO 13485:2016
Quality management of medical technol-
ogy products
ISO 22000:2018
Food safety
BRC, IFS, FDA, HALAL
Food safety and quality
Global GAP
Implementation of good agricultural
practices
EuCertPlass
Recycling of secondary raw material
Recyclass
Content in recycled raw material
OK Recycled
Calculation of recycled content
CoVid Shield
Health and safety
Oeko-Tex® Standard 100
Content of harmful substances
POLICY
[ATHEX ESG: C-G4]
Through Sustainable Development Policy,
the Group seeks to implement practices
for promoting Sustainable Development
and is committed to respecting the hu-
man factor, society and the environment,
in order to remain a reliable social partner.
Monitoring the implementation of the
Sustainable Development Policy is the re-
sponsibility of the Sustainability Commit-
tee (Environment-Society) and the Audit
Annual Financial Report as of 31.12.2022
Page 113 of 268
Amounts in thousand Euro, unless stated otherwise
Committee (Corporate Governance) at
the Board of Directors level and the Sus-
tainable Development Directorate at the
administrative level. The Sustainable De-
velopment Policy was approved in 2021
by a decision of the Board of Directors, is
revised annually and is available on the
Group’s Website.
SUPERVISION
[ATHEX ESG: C-G2]
Sustainability Committee
It is consisted of executive and non-exec-
utive members of the Board of Directors
and its primary objective is, according to
its Regulation, the study, pre-approval and
recommendation to the Board of Direc-
tors of the strategy, the way of managing
and monitoring the performance of en-
vironmental and social sustainability is-
sues. Sustainable Development issues are
discussed in the Sustainability Committee
in accordance with the information it re-
ceives from the Director of Sustainable De-
velopment who acts as Secretary, so that
the priorities, the respective goals, the rel-
evant schedules, as well as the monitoring
of the course of their implementation are
determined. The Sustainability Commit-
tee is responsible for informing the other
members of the Board of Directors.
Audit Committee
It is responsible for the management and
monitoring of corporate governance is-
sues in addition to supporting the Board
of Directors in its duties regarding the
financial information process, internal
control and risk management system pro-
cedures and regulatory compliance. It is
also responsible for the supervision of the
internal audit department and the manda-
tory audit of the annual and consolidated
financial statements.
Directorate of Sustainable Development
Its objective is the implementation of ac-
tions and initiatives that promote sustain-
able development and create value for
stakeholders, society and the environ-
ment, in accordance with the policy and
strategic plan of Sustainable Development
established by the Group. Its main respon-
sibilities are described in the Internal Reg-
ulation of Operation.
Strategy
[SASB: RT-CH-110a.2, ATHEX ESG: SS-E1]
The Sustainable Development Directorate
has developed a Strategic Plan which has
been approved by the Sustainability Com-
mittee. The Strategic Plan is based on the
following strategic axes, in accordance
with the relevant Policy, each of which is
broken down into specific actions and
goals.
1. Reduction of greenhouse gas
emissions in all processes
The actions include continuously increas-
ing the use of recycled raw material, reduc-
ing residues from production processes,
reducing energy consumption, investing
in renewable energy sources and reducing
waste.
2. Improving the environmental impact
of products
The actions include designing sustainable
products, reducing average weight and
developing new reusable solutions.
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Amounts in thousand Euro, unless stated otherwise
3. Implementation of circular economy
projects
The actions include strengthening coop-
eration with existing and new partners on
the basis of circular economy initiatives
and reducing the environmental impact of
the supply chain.
4. Improving social aspects affecting
stakeholders
The actions include establishing a cooper-
ation framework with suppliers based on
environmental and social criteria, creating
a sustainable development manual and
continuously developing and training em-
ployees, ensuring employees health and
safety, and supporting local communities.
5. Ensuring responsible corporate
governance
The actions include informing about sus-
tainable development issues, informing
about the directives of the corporate gov-
ernance legislation, ensuring their correct
implementation and incorporating best
practices.
6. Awareness and certification
The actions include strengthening the
sustainability communication strategy, life
cycle analysis and environmental footprint
studies for each product group, obtaining
appropriate certificates and participating
in international assessment initiatives.
ESTABLISH DIALOGUE WITH INTERESTED
PARTIES
[GRI: 2-29, ATHEX ESG: C-S1]
The Group, mainly through the materiality
analysis, identifies the stakeholder groups
that are affected by its activities, but also
influence the strategy and mitigation of
potential risks and thus contribute to its
more efficient operation. In this context,
the Group maps the groups of interested
parties and annually validates them. The
Group has established a Corporate Com-
munication Policy in order to define a
single framework for the management of
corporate communication through the ob-
servance of common principles and rules
harmonized with its strategy. At the same
time, it has established an internal and
external communication process, which
also covers communication with external
stakeholders.
MATERIALITY ANALYSIS
[GRI: 3, ATHEX ESG: C-G3]
The Group proceeded at the end of 2022
to the reevaluation of important issues re-
lated to the creation of economic, social
and environmental benefit throughout
the value chain and proceeded to the pri-
oritization of them in relation to its busi-
ness model based on the methodology
of the internationally valid GRI reporting
standards.
Stage 1: Understanding and updating the
Group’s business model
Responsible for implementation: Directorate
of Sustainable Development
Basis of the Group’s sustainable develop-
ment strategy and approach, the Group’s
policies and regulations, the UN Sustaina-
ble Development Goals, industry informa-
tion, international authoritative reporting
standards, the Group’s risk analysis.
Stage 2: Recording of important issues
Responsible for implementation: Directorate
of Sustainable Development
Identification of actual and potential posi-
tive and negative impacts of the Group on
Annual Financial Report as of 31.12.2022
Page 115 of 268
Amounts in thousand Euro, unless stated otherwise
the economy, the environment and soci-
ety and recording of important issues that
represent and group the most significant
impacts.
Stage 3: Validation of important issues
Responsible for implementation: Sustainabil-
ity Committee and Audit Committee
Validation by the Sustainability Committee
and the Audit Committee of the impor-
tant issues that represent and group the
Group’s most significant impacts on the
economy, the environment and society.
The important issues for the Group in rela-
tion to the values and the Sustainable De-
velopment Goals are the following:
Support circular economy Deal with climate change
1. Product innovation & life-cycle
5. Direct & indirect GHG emissions
2. Virgin & recycled raw materials 6. Climate risks & opportunities
3. Waste & scrap management 7. Energy efficiency & renewable energy
4. Water & effluents management 8. Biodiversity & conservation
Empower human capital Contribute to society
9. Employee health, safety & well-being 13. Product quality, safety & information
10. Human rights, diversity & inclusion 14. Customer health, safety & satisfaction
11. Employment creation & safeguarding
15. Responsible supply chain & local
suppliers
12. Employee training & talent retention 16. Social contribution & engagement
Operate with integrity Ensure business continuity
17. Business ethics & anti-corruption 21. Emergency preparedness & response
18. Governance structure & mechanisms
22. Economic value generated &
distributed
19. Regulatory compliance & policies
23. Investment in infrastructure &
processes
20. Privacy protection & information
security
24. Risks & potential impact analysis
Stage 4: Prioritization & validation of essential issues
Responsible for implementation: Sustainable Development Directorate, Sustainability Com-
mittee and Audit Committee
Consultation with stakeholders for the prioritization of important issues. The consul-
tation was carried out with representation by Group executives of the following main
groups of interested parties, with whom they maintain relationship and communication.
Page 116 of 268
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Amounts in thousand Euro, unless stated otherwise
• Shareholders & Investment
Community
• Board of directors
• Management
• Employees
• Customers
• Suppliers
• State
• Non-Governmental Organizations &
Civil Society
• Business Associations
The issues that emerged from the prior-
itization as material were validated by the
Sustainability Committee and the Audit
Committee are the following:
>
Virgin & recycled raw materials
>
Energy efficiency & renewable
energy
>
Product innovation & life cycle
>
Direct & indirect GHG emissions
> Customer health, safety &
satisfaction
> Employee health, safety & well-
being
> Product quality, safety &
information
>
Economic value generated &
distributed
>
Business ethics & anti-corruption
>
Regulatory compliance & policies
The Group, through the material topics, fo-
cuses on 7 of the 17 Sustainable Develop-
ment Goals in which monitors its progress:
RISK MANAGEMENT
[ATHEX ESG: SS-G3]
The Group has adopted a Risk Manage-
ment Framework, which aims at effective
management of risks and integrates the
Risk Management Policy and Procedures.
This framework helps Management to
identify new opportunities and challeng-
es, provides consistency and maturity in
risk management and aligns risk-taking
with willingness to undertake, enforces a
culture of integrity, transparency, account-
ability and continuous development,
improves the decision-making process
and supports the responsible autonomy,
strengthens the Group’s control environ-
ment in order to be able to respond quick-
ly to changing environments, reduces per-
formance variability, improves resource
development and strengthens the Group’s
resilience.
Annual Financial Report as of 31.12.2022
Page 117 of 268
Amounts in thousand Euro, unless stated otherwise
12.2 Anti-corruption and bribery-related issues
12.2.1 Main risks and their management
The Group recognizes the occurrence risks
of corruption, extortion and bribery inci-
dents throughout its value chain. Potential
risks are examined both within its internal
operations and in relation to its activities
and transactions with its key stakehold-
ers, such as customers and suppliers. The
Group is committed to zero tolerance in
matters of corruption and bribery, con-
ducting its business activity with integrity,
in accordance with ethical standards and
applicable laws. In this context, it has es-
tablished and communicated relevant
principles and policies, creating at the
same time control mechanisms.
12.2.2 Due Diligence and Other Policies
The Group has adopted and follows an
integrated framework of principles and
policies that ensure its transparency and
responsible operation. In order to ensure
the avoidance of corruption and bribery
incidents, it operates proactively, conduct-
ing relevant updates and audits on an an-
nual basis through the Internal Control
Department. To discourage participation
in such an incident, disciplinary measures
have been established. In the context of
supporting the internal procedures, the
Audit Committee has been set up, tasked
with the selection process, as well as the
supervision of the external auditors and
informing the Board of Directors of the re-
sult of the mandatory audit, the monitor-
ing of the financial information process,
the internal control and risk management
systems and the supervision of the inter-
nal control and regulatory compliance and
risk management units.
Code of Ethics and Conduct
[GRI: 2-23, ATHEX ESG: C-G5]
The Group’s firm commitment is to con-
duct its business with integrity, in accord-
ance with the highest ethical standards
and by applying current laws. The Code of
Ethics and Conduct defines the standards
of behavior required by employees and
apply in every country where the Group
operates.
The basic Principles of the Code are as fol-
low:
• Business ethics
• Respect for human rights
• Diversity and equal representation
• Compliance with laws and social
norms
• Product quality
• Promotion of fair and free competition
• Avoiding conflict of interest
• Accuracy and completeness of finan-
cial information
• Protection of corporate assets
• Cooperation with public authorities
legally and transparently
• Conducting all transactions with in-
tegrity and combating corruption
• Protection and confidentiality of infor-
mation
• Good working relations
• Safety, health and environmental pro-
tection
• Circular economy and climate change
• Social contribution
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Amounts in thousand Euro, unless stated otherwise
Corporate Governance Code
The Group, following the relevant approv-
al of the Board of Directors and in compli-
ance with article 17 of Law 4706/20, imple-
ments and adopts the Hellenic Corporate
Governance Code (HCGC, June 2021) of
the Hellenic Corporate Governance Coun-
cil (HCGC).
Internal Rules of Operation
The Internal Rules of Operation is har-
monized with the requirements of law
4706/2020 and it was approved by the rel-
evant decision of the Board of Directors. A
summary of the Regulation is listed on the
Group’s Website in the Corporate Govern-
ance section.
Manual of Group Policies
The Manual of Group Policies is comple-
mentary to the other policies of the Group
but in any case precedes them, as it forms
the basis of the policies and procedures of
the Group. Its purpose is to establish a uni-
form approach through a common frame-
work, specifying the control functions that
should be followed as a minimum.
Platform for reports’ submission
“EthicsPoint”
[ATHEX ESG: SS-G1]
The Group uses an anonymous or named
whistleblowing platform, which gives the
possibility to report wrongful behavior
and situations, which are then investigated
by the Group.
12.2.3 Outcomes of the
aforementioned policies and
non-financial performance
indices
[GRI: 205-3, ATHEX ESG: Α-G2]
There was no confirmed incident of cor-
ruption or bribery during 2022 and ac-
cordingly no monetary loss occurred as a
result. Likewise, the Group did not come to
the knowledge of any relevant intention or
behavior of corruption or bribery.
12.3 Respect for human rights
12.3.1 Main risks and their management
The Group recognizes the risks associated
with human rights violations, both within
the working environment and in the sup-
ply chain, such as the possible discrimina-
tion of employees due to race, religion,
gender, nationality, beliefs, age, disability,
etc., the violation of privacy, forced and
child labor. It advocates the elimination of
all forms of forced and compulsory labor,
the effective abolition of child labor and
the elimination of discrimination in terms
of employment and work. The Group is
committed to zero tolerance in matters
related to human rights and it has estab-
lished and it has communicated relevant
principles and policies.
12.3.2 Due Diligence and Other Policies
The Group, through the Code of Ethical
Behavior and Ethics, has established prin-
ciples for the respect of human rights,
where it is committed to zero tolerance
for harassment in the workplace, any form
of discrimination and forced and child la-
bor throughout its value chain. It is also
Annual Financial Report as of 31.12.2022
Page 119 of 268
Amounts in thousand Euro, unless stated otherwise
12.4 Supply chain issues
12.4.1 Main risks and their management
In the Group, apart from the financial risks,
there are also recognized non-financial
risks that are related to the supply chain
and mainly concerns the safeguarding of
human rights and the fight against cor-
ruption. The Group is committed to zero
tolerance in these matters and it has es-
tablished and communicated relevant
principles and policies.
12.4.2 Due Diligence and Other Policies
The Group recognizes that the evaluation
and selection of suppliers constitutes a
necessary business function in order to
achieve a responsible supply chain and
it applies practices so as to determine
whether a supplier meets the require-
ments and conditions set in the coopera-
tion among them.
Monitor of suppliers’ performance
[GRI: 308-1, 414-1, ATHEX ESG: C-S8]
Major categories of suppliers include
committed to resolving complaints and
treatment of employees in a fair and im-
partial manner and it has established
guidelines and internal regulations that
refer to human rights and informs employ-
ees through the Internal Labor Regulation.
At the same time, the Group, through the
Code of Ethical Behavior and Ethics, has es-
tablished principles for the Protection and
Confidentiality of Information.
Evaluation criteria for entering into
cooperation
The Group, through the Code of Ethical
Behavior and Ethics, applies selection and
evaluation criteria so as to avoid entering
into cooperation with partners that run a
high risk of violating human rights and it
is committed to the continuous improve-
ment of actions and controls regarding hu-
man rights, in its interactions with its sup-
pliers or partners.
Personal data protection
[ATHEX ESG: C-G6, SS-S2]
The Group respects the privacy of its
stakeholders and keeps their personal in-
formation confidential in compliance with
the relevant legislation. It strictly applies
the General Data Protection Regulation
(GDPR) EU 2016/679, as well as the na-
tional legislation l. 4624/2019 concerning
the protection of natural persons against
the processing of personal data. Measures
are implemented in order to comply with
the requirements of the Regulation, im-
plementation controls and periodic staff
training. At Group level, a Data Protec-
tion Officer has been appointed and an
insurance contract has been activated, in
order to ensure any loss of personal data.
The Personal Data Protection Statement is
available on the Group’s Website.
12.3.3 Outcomes of the aforementioned
policies and non-financial
performance indices
[GRI: 406-1]
There were no complaints or confirmed
incidents of discrimination based on race,
religion, gender, nationality, beliefs, age,
disability, etc., including incidents of har-
assment or violation of human rights, nor
confirmed incidents of violation of person-
al data during 2022 in the Group.
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Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
suppliers of raw materials, trading goods,
electricity, equipment, packaging, spare
parts, logistics partners, transport industry
services, consulting services, telecommu-
nications and IT services.
The evaluation of suppliers’ selection con-
stitutes a distinct and documented pro-
cess taking into account objective and
fixed criteria of cost, reliability, quality of
provided materials/services, terms of pay-
ment, speed of delivery, possible synergies
with other companies of the Group or with
the quality control departments (if feasi-
ble) and is based on written evaluations
(supplier evaluation questionnaire, evalu-
ation table with criteria, etc.). The supplier
evaluation questionnaire is applied by all
the production companies of the Group,
where each supplier is asked to describe:
• its compliance with the current regu-
latory framework of the countries in
which it operates, where it should also
have the necessary insurance cover-
age for cases of defective product.
• the quality of its activities through
certification and quality assurance
systems and in matters related to envi-
ronmental protection and health and
safety at work, where required.
• dealing with issues of corruption and
bribery, conducting business with in-
tegrity.
• the observance of moral and ethical
principles regarding human rights,
phenomena of harassment in the
workplace, any form of discrimination
due to race, religion, gender, national-
ity, beliefs, age, disability, etc., or with
phenomena of forced and child labor.
• ensuring a safe working environment
and in accordance with applicable
safety standards.
• the adoption of practices for the pro-
tection of the environment, where it
is encouraged to contribute to the re-
duction of greenhouse gas emissions
and to promote environmental pro-
tection actions.
Fighting corruption in the supply chain
The Group takes into account the risk of a
partner or supplier to be involved in cor-
ruption incidents and it undertakes the
necessary actions, through due diligence
procedures, in order to ensure maximum
transparency during or at the start of each
collaboration. More specifically, the Group
mainly cooperates with multinational
companies, which place particular em-
phasis on issues of transparency and the
fight against corruption through rules and
policies.
Human rights in the supply chain
[ATHEX ESG: C-S6]
The Group has adopted principles in order
to avoid entering into cooperation with
suppliers at high risk of human rights vio-
lations and it is committed to promote the
continuous improvement of international
human rights standards. The fact that the
majority of the Group’s suppliers operate
in countries in the European Union and
America, where labor laws are respected
and there is awareness of human rights
issues, as well as the high percentage of
local suppliers, ensure to a significant ex-
tent that the risk of infringement of human
rights is minimized, even though it is not
possible to take action to identify cases of
abuse throughout the supply chain. Group
employees have the right and obligation
to use the anonymous or named report-
ing platform and report any violations,
Annual Financial Report as of 31.12.2022
Page 121 of 268
Amounts in thousand Euro, unless stated otherwise
which include cases that may lead to an
increased risk of modern incidents or prac-
tices of slavery in the supply chain.
UK Modern Slavery Act 2015
The Group has zero tolerance in relation
to the violation of the UK Modern Slavery
Act 2015. This statement is made in accord-
ance with article 54 (1) of the Law and sets
out the steps to prevent incidents of mod-
ern slavery and human trafficking in the
supply chain. The Group recognizes the
importance of combating these incidents
and applies a zero-tolerance approach to
all forms of modern slavery in its wider
supply chain to the extent that it can be
identified and it is committed to act with
integrity and transparency.
12.4.3 Outcomes of the
aforementioned policies and
non-financial performance
indices
During 2022, no incident of violation of the
UK Modern Labor Act 2015 was reported
to the Group or the Group Companies
where they operate.
The following tables include information
on the Group’s supply chain, as well as on
its companies’ spending on local suppliers,
based on the supplier’s country of origin.
Total number of suppliers 2022 2021 2020
Thrace Plastics Co. S.A. 225 175 131
Thrace Nonwovens & Geosynthetics SA 1152 999 874
Thrace Polyfilms SA 577 525 518
Thrace Eurobent SA 123 120 136
Thrace Pack SA 1007 992 913
Thrace Greenhouse SA 288 294 322
Don & Low LTD 517 534 526
Thrace Synthetic Packaging Ltd 473 319 272
Thrace Ipoma SA 557 549 586
Thrace Greiner Packaging SRL 382 380 409
Lumite Inc 452 436 413
Thrace Polybulk AB & AS 20 20 20
Thrace Plastics Packaging DOO 110 105 95
* Companies of the Group have as suppliers companies of the Group respectively and they have been in-
cluded in the above figures.
Page 122 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Spending on local suppliers
[GRI: 204-1]
The following table displays the estimated monetary value of total payments to suppliers
(€ million) and the percentage of spending on local suppliers.
2022 2021 2020 2022 2021 2020
Thrace Plastics Co. S.A. 4.2 3.9 2.9 89% 94% 93%
Thrace Nonwovens &
Geosynthetics SA
142.3 113. 5 86.0 76% 78% 77%
Thrace Polyfilms SA 35.1 30.4 26.0 66% 66% 67%
Thrace Eurobent SA 7.3 6.8 5.0 54% 49% 59%
Thrace Pack SA 71.2 63.5 51.5 79% 81% 79%
Thrace Greenhouse SA 4.9 4.9 5.1 95% 99% 98%
Don & Low LTD 59.3 61.9 58.0 66% 64% 77%
Thrace Synthetic Packaging Ltd 14.5 14.2 13.3 8% 12% 13%
Thrace Ipoma SA 22.3 24.8 16.5 59% 55% 58%
Thrace Greiner Packaging SRL 19.0 17. 3 12.8 33% 25% 26%
Lumite Inc 22.8 24.8 15.8 69% 65% 66%
Thrace Polybulk AB & AS 20.9 19.0 21.4 3% 3% 1%
Thrace Plastics Packaging DOO 4.1 4.7 4.2 23% 23% 22%
12.5 Social and labor issues
12.5.1 Main risks and their management
The Group recognizes the risks related to
labor issues in general and places great
emphasis on them. It recognizes health
and safety issues as one of the strategic
risks it faces and implements measures to
mitigate the risk of workplace accidents. It
is committed to zero tolerance in health
and safety matters and it has established
and communicated relevant principles
and policies. In relation to its products, it
recognizes and seeks to eliminate the risk
of harm to human life and health, taking
measures to eliminate components or de-
fects during their manufacture, disposal
and use. Also, the Group recognizes the
special situations and difficulties that exist
in the local communities in which it oper-
ates, which may affect its social capital,
while it recognizes its influence and places
emphasis on the opportunities created for
local communities by its activities.
Annual Financial Report as of 31.12.2022
Page 123 of 268
Amounts in thousand Euro, unless stated otherwise
12.5.2 Due Diligence and Other Policies
The Group places great emphasis on labor
issues, such as workers’ rights, ensuring
health and safety in the workplace, train-
ing and education of employees. It also
recognizes its influence and the opportu-
nities created for local communities by its
activities. The Group, through the Code
of Ethical Behavior and Ethics, recognizes
that its human resources have a decisive
role in its development and the achieve-
ment of its strategic goals. In this context,
it encourages lifelong learning, profes-
sional training, cooperation, initiative and
well-being of its employees and provides a
working environment of equal opportuni-
ties for all.
Hiring process
For the selection of new employees, the
Group relies on objective criteria, exclud-
ing any possibility of discrimination due to
race, religion, gender, nationality, beliefs,
age, disability, etc. To fill new job positions,
Group’s employees are first given the op-
portunity to express their interest through
the internal mobility process before it
is communicated to the general public.
The Group follows two different recruit-
ment procedures concerning production
workers (blue collar workers) and workers
in administrative positions (white collar
workers). A candidate evaluation commit-
tee participates in these procedures in
order to ensure transparency. Part of the
recruitment strategy is to support local
communities, through the recruitment of
people from the local communities where
the Group operates, as well as gradu-
ates of local educational institutions and
universities.
Fair pay and equal opportunities policy
[GRI: 2-19, ATHEX ESG: A-G4]
The Group has an Eligibility Policy and
a Remuneration Policy for the members
of the Board of Directors and the Com-
mittees, as well as the top management,
which define, on the one hand, the exist-
ing rights of the members of the Board
of Directors and the Group’s obligations
towards them, and on the other hand, the
conditions under which remuneration will
be provided. These policies are published
on the Group’s Website. At the same time,
the Group has a Payroll and Personnel
Management Policy for employees. The
level of fixed remuneration is determined
in accordance with the principle of pay-
ing the most suitable and fair remunera-
tion to the most suitable person, taking
into account the level of competence,
knowledge and experience required for
the role, while there is no variable remu-
neration. At the same time, it is ensured
that the long-term goals of the Group are
served and it is sought the connection of
professional development and remunera-
tion with personal performance and goals’
achievement.
Training and development of employees
[ATHEX ESG: C-S5]
The Group has established procedures for
the evaluation and training of personnel. It
offers extensive professional training and
education, aiming at the development of
its employees, as the production methods
used as well as the ever-changing techno-
logical environment require continuous
training. Therefore, it actually contributes
to the creation of value for human capital
for its own benefit, but also for the benefit
of society at large. The training of employ-
ees is carried out either internally or with
Page 124 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
the contribution of external consultants
with high technical knowledge. In the con-
text of the continuous development of
employees and in matters of sustainable
development, a special manual of sustain-
able development was created, which is
adapted to each company of the Group
with specific examples and is available to
all employees through an internal online
platform. In addition, in the context of
strengthening the capability of the mem-
bers of the Board of Directors in terms of
managing Sustainable Development is-
sues related to the corporate strategy, a
two-day training seminar was organized.
Human resource platform “HR Hub”
The platform is an online employee inter-
action system through which processes
are automated and digitized, access to im-
portant workplace information is created,
process waiting and processing time is re-
duced, and the possibility of error or omis-
sion is minimized.
Freedom to join labor unions and the
right to collective negotiation
[GRI: 2-30, 407-1, ATHEX ESG: C-S7]
The Group respects the right of employees
to participate in labor associations and un-
ions. It consistently follows the Labor Reg-
ulation, which have been drawn up in col-
laboration with employee representatives
and it has been submitted to the Labor In-
spection office. The Regulation strength-
ens the smooth communication between
the Management and the representatives
of the employees, at regular intervals, with
the aim of presenting the requests of the
employees that are officially recorded, but
also the more general discussion of issues
related to the workplace and the health
and safety of the employees.
Health, safety and environment
protection
[GRI:403-1]
The safety and health of employees are
pointed out as important issues for the
Group, as the priority remains to ensure an
environment that respects the daily strug-
gle of all employees to remain creative
and productive while also being healthy
and safe. The basic practice of the Group
is to ensure the health and safety of its em-
ployees, setting as a key strategic goal the
minimization of the possibility of occupa-
tional accidents, as well as the occurrence
of work-related illnesses. Also, the Group
proceeded to the formation of a life and
health safety program for employees.
The Group recognizes its responsibility to
take all necessary measures to protect the
health and safety of its employees, the en-
vironment and the natural resources of the
countries in which it operates. Protecting
the health and safety of employees, con-
sumers, customers and communities in all
the areas in which it operates is a top prior-
ity for the Group. Under the policy of the
Group, the functioning of facilities and the
conduct of operations should comply with
the legislation in force in each country in
which they are based, as well as with the
regulations and authorizations on safety
and health and the environment, includ-
ing those relating to the control, transpor-
tation, storage and disposal of controlled
or non-controlled materials.
Health, safety, environment Policy
The aim of Thrace Group’s Safety ‐ Health
‐ Environment (SHE) Policy includes the
following:
• Provision of guidance and estab-
lishment of a unified way for the
Annual Financial Report as of 31.12.2022
Page 125 of 268
Amounts in thousand Euro, unless stated otherwise
administration of the Group’s Safe-
ty‐Health‐Environment issues with
reference to the general principles
and the basic rules set by the Group’s
management.
• Assurance of safety and health in the
working places for all Group person-
nel, collaborators and visitors.
• Avoidance of any possible dam-
age in Thrace Group’s property and
personnel.
• Increase of the Group’s personnel
awareness in environmental aspects,
environmentally friendly produc-
tion processes and environmental
protection.
• Improvement of the Group’s culture
with reference to Safety‐Health‐Envi-
ronment topics
Health, safety, environment procedures
[GRI:403-2, 403-5]
Within the Group, the risks at work have
been identified and assessed and the rele-
vant corrective or preventive actions have
been defined with the aim of eliminating
them and minimizing the chances of caus-
ing an accident. The following actions and
practices are indicative:
• Training and awareness of workers in
the facilities on matters of health and
safety at work, with a special emphasis
on induction training, which includes
the guidelines for safe work.
• Elaboration of risk studies in all
facilities.
• Implementation of a security project,
within the framework of which work
groups have been set up per facility,
which on a monthly basis list the risks
they have identified and have faced,
are updated on issues related to secu-
rity and take relevant actions.
• Raising employee awareness on health
and safety issues, by placing messages
and safety rules in central points of the
facilities, providing clothing with the
corresponding messages, etc.
• Recording and investigating cases in-
volving accidents or incidents, where
employees are encouraged to confi-
dentially report any unsafe practices
or hazards they encounter at work.
• Determination of responsibilities for
health and safety tasks by the Director
of each facility in collaboration with
the Safety Technician and Occupa-
tional Physician.
• Systematic monitoring of production
processes, machinery and equipment
to ensure they are safe and in good
condition.
• First aid boxes and fire extinguish-
ers are readily available, escape ex-
its are clearly marked and clear of
obstructions.
• Maintain and cleaning of work area
in order to ensure clean and comfort-
able conditions, including appropriate
temperature, ventilation and lighting.
• Use of quality, environmental, health
and safety management software to
record incidents of non-compliance
with these matters.
Appropriate use of safety equipment
The Group ensures that all employees are
provided with the equipment required for
the safe performance of their duties, as
well as that they receive the necessary in-
formation on the proper use of the equip-
ment and the risks associated with their
Page 126 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
work. The Group’s primary concern is to
provide all the prescribed Personal Protec-
tive Equipment (PPE) to its employees.
Facility safety
The Group implements facility safety
measures by conducting regular risk as-
sessments, which are submitted when
requested to labor inspectors and certifi-
cation bodies in order to confirm that the
measures applied are proportionate to the
security risk and in accordance with cur-
rent legislation. The Group complies with
legal requirements for noise, odor, light
and vibration levels, as well as for emer-
gency and evacuation plans, providing ap-
propriate training to employees. These is-
sues are monitored on a regular basis and
preventive or even corrective measures
are taken.
Prevention and avoidance of any kind of
injury
The Group continuously monitors and re-
cords every incident related to safety in
the facilities.
Internal networking and information
In the Group’s facilities there are screens
showing presentations covering issues
related to the environment, health and
safety and sustainable development, while
at the same time internal networking and
information platforms are utilized “Teams,
SharePoint and Yammer”.
Ensuring product quality, customer
health and safety
[GRI: 416-1, ATHEX ESG: SS-S1]
The Group’s main priority is to offer innova-
tive products and integrated solutions that
adapt to the needs and requirements of
customers and reflect its vision in relation
to quality and customer safety. The Group
complies with relevant national legislation
and adopts international guidelines, safety
rules, best practices and industry stand-
ards regarding the production and design
of its products. In addition, it follows best
practices such as spreading a culture of
quality, consolidating partnerships with
suppliers and customers to optimize the
added value of the supply chain, and es-
tablishing quality management processes.
Special attention is paid to the produc-
tion of packaging that comes into direct
contact with food. The Group has adopted
Quality Management Systems based on in-
ternational food safety standards, such as
ISO 22000, ISO 9001, IFS, BRC, FDA, HALAL
and applies relevant procedures including:
• Sets goals and indicators (KPIs) that
it monitors and reviews at regular
intervals.
• Selects suppliers with specific criteria
and evaluates them.
• Trains staff on Good Manufacturing
Practices (GMP) through internal and
external trainings.
• Implements a preventive maintenance
program for mechanical equipment.
• Calibrates and maintains laboratory
equipment.
• Cooperates with external laboratories,
which have relevant accreditation /
certification.
• Performs quality controls, through
which the safety of packaging materi-
als is ensured, such as total and specif-
ic migration control, microbiological
control of finished products, micro-
biological control of water, microbio-
logical control of air in production and
storage areas.
Annual Financial Report as of 31.12.2022
Page 127 of 268
Amounts in thousand Euro, unless stated otherwise
• It has prepared a HACCP study and a
Risk Assessment at all stages of the
production process.
• It has drawn up a quality control plan
for raw materials, semi-finished and
finished products.
• It has drawn up technical specifica-
tions for all manufactured products.
• Internal inspections are carried out,
monthly hygiene inspections, regu-
lar inspections by Certification Bod-
ies and by customers, extraordinary
inspections by Public Bodies, such as
EFET, State General Chemistry.
• Implements PEST CONTROL in col-
laboration with a licensed external
workshop.
• Implements cleaning programs for all
areas of the facilities.
• Procedures for Product Implementa-
tion (Flow Chart), Customer Complaint
Management, Product Recall and
Supplier Complaint Management are
drawn up.
• Cooperates with transporters, who
have specific standards for their vehi-
cles, in order to ensure the integrity of
the products they transport.
Accordingly, during the production of
masks, the Group focuses particularly on
ensuring the health and safety of end us-
ers and applies procedures including:
• Certification with quality manage-
ment system for medical technology
product ISO 13485:2016
• Registration in the EOF register and li-
censing of capability to produce medi-
cal technology products
• CE marking in compliance with regula-
tions (EU) 2016/425 and 2017/745
• Certification with STANDARD 100, OE-
KO-TEX®, Class I for textile products
• CoVid-Shield certification
Quality management procedures
[ATHEX ESG: SS-S8]
• Control of raw materials: Evaluation of
raw materials with trial production of a
product and comparison in the labora-
tory with corresponding products.
• Product control: Control of products
in all phases of production, such as di-
mensional control, control of mechan-
ical properties based on international
standards, product harmonization
with its specifications and customer
requirements.
• Control of transport packaging: Us-
ing packaging based on the technical
specifications of the products to en-
sure smooth and safe transport and
carrying out during loading visual
quality checks for suitability and im-
plementing scanning systems that en-
sure that only approved products are
loaded.
• Customer satisfaction control: Regular
telephone or live communication with
customers, with the aim of optimizing
the services provided.
Promote transparency of product details
and information of customers
[GRI: 417-1, ATHEX ESG: SS-S7]
Product quality and customer safety are
top priorities for the Group. In this con-
text, the Group conforms to the national
laws in force from time to time and adopts
standards, safety rules and best practices
regarding the design and manufacture of
products in all its facilities and uses regular
Page 128 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
quality controls to verify that all specifica-
tions are complied with, including those
relating to the health and safety of cus-
tomers and end users. The products are
subject to control across all stages of the
production process, and the Group has
adopted management systems and pro-
cedures according to various international
standards (BRC, ISO 22000 and 9001, FDA
and IFS, etc.) to ensure quality and custom-
er service.
Supporting local communities
[GRI: 413-1, SASB: RT-CH-210a.1]
The Group seeks, through its business ac-
tivities, to achieve high performance, so
as to produce and distribute directly or
indirectly economic value to the society in
which it operates, placing special empha-
sis on:
• To strengthen the economies of the
countries in which it operates, through
the cash flows it generates towards its
stakeholders, namely tax payments,
payments to suppliers, payment of
employer contributions, payroll pay-
ments to employees, dividends to
shareholders and investments in local
communities.
• To the needs of citizens and societies
that surround the Group and are af-
fected by its activities.
• In employment, through the direct
and indirect creation and maintenance
of jobs throughout the value chain.
Social contribution/donations
The Group supports social solidarity pro-
grams, assists the work of organizations
with recognized action for addressing
social problems and makes a series of in-
dividual donations to cover their specific
needs, and strengthens sensitive social
groups and individuals. The Group’s goal is
to emerge as a valuable business entity for
the communities where it operates. At the
same time, the Group supports ActionAid
for the 5
th
consecutive year by supporting
16 children in need through the Adoption
Program.
In addition, the Thrace Greenhouses com-
pany is constantly developing initiatives to
reduce food waste. Through the Stavros
Chalioris Social Center, he contributes to
the wider local community where he op-
erates, supplying on a regular basis free
products to non-profit organizations, to
the workers in the greenhouses, and also
to the employees of the Group in Xanthi.
Also, through the non-profit organization
“Boroume”, it participates in the “Food Res-
cue and Offer” network and with the cen-
tral message “No portion of food wasted”
practically supports non-profit organiza-
tions throughout Greece in terms of food.
According to official figures of “Boroume”,
the total food offered by the company
in 2022 corresponds to 1,995 portions of
food.
Stavros Chalioris Social Center
The Social Center STAVROS CHALIORIS is an
Urban Non-Profit Company located in the
Local Community of Magico Municipality
of Abdera, Xanthi Regional Unit and it has
been operating since 2010. It is named af-
ter the late Stavros Chalioris, founder and
President of Thrace Group who envisioned
its creation.
The aim of the Social Center operation is
its practical contribution to society with
Annual Financial Report as of 31.12.2022
Page 129 of 268
Amounts in thousand Euro, unless stated otherwise
educational, cultural, recreational and so-
cial activities, which are addressed at both
children and adults with a regular training
program which accommodates approxi-
mately 250 people per training period each
year. At the same time the Social Center
organizes events, celebrations and excur-
sions for its members with educational
and entertainment content, children’s cin-
ema screenings, conferences on medical
issues, social and educational workshops
in collaboration with local agencies and
scientific collaborators. In the actions of
the Social Center are included the sup-
port of actions of the Group’s Employees
Union of Thrace Plastics, granting of schol-
arships and financial aid to children in the
area who wish to study and are unable
to afford their studies as well as financial
support and coverage of treatment / hos-
pitalization expenses for needy patients
in the area. In addition, in the area of the
Social Center there is a doctor’s office for
the provision of primary health care to the
residents of the wider area and the meet-
ings of KAPI Magiko take place.
Recognizing the necessity of taking effec-
tive actions to support the health system,
but also vulnerable social groups, the So-
cial Center and in direct cooperation with
institutions and organizations, including
the General Hospital of Chios, the Xanthi
Hospital and the non-profit association
DESMOS, carried out donations of per-
sonal protective equipment and medical
equipment. In addition, the contemporary
influences of climate change at the global
level impose the choice of actions that
concern the awareness of local communi-
ties and children in matters of ecology, re-
newable energy sources and biodiversity
conservation.
The Social Center organized an action
within the framework of its participation
in the European waste reduction week
under the common slogan “Sustainable
Textile Products”. The action, which took
place with the participation of 60 chil-
dren from the wider region of Xanthi, was
implemented with the assistance of the
Region Office of Eastern Macedonia and
Thrace and is part of the actions of Hel-
lenic Recycling Organization. The aim was
to acquaint the children with the wider is-
sue of environmental protection and the
adoption of waste reduction, reuse and re-
cycling through a theoretical and practical
experiential approach (presentation, thea-
tre, workshop of making useful objects).
Page 130 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
12.5.3 Outcomes of the aforementioned policies and non-financial performance
indices
PERCENTAGE OF EMPLOYEES COVERED BY COLLECTIVE AGREEMENTS
Thrace Plastics Co S.A.
100%
Thrace Nonwovens & Geosynthetics SA
Thrace Polyfilms SA
Thrace Eurobent SA
Thrace Pack SA
Thrace Greenhouse S.A.
Thrace Greiner Packaging SRL 99%
Don & Low Ltd 80%
Thrace Synthetic Packaging Ltd 10%
Thrace Ipoma SA
0%
Lumite Inc
Thrace Polybulk AB
Thrace Polybulk AS
Thrace Plastics Packaging DOO
TOTAL NUMBER OF EMPLOYEES BY TYPE OF EMPLOYMENT CONTRACT
2022 2021 2020
Men
Women
Total
Men
Women
Total
Men
Women
Total
Permanent
term
1,479 366 1,845 1,468 341 1,809 1,394 394 1,788
Temporary
term
132 67 199 224 168 392 272 142 414
Total 1,611 433 2,044 1,692 509 2,201 1,666 536 2,202
Annual Financial Report as of 31.12.2022
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Amounts in thousand Euro, unless stated otherwise
2022 2021 2020
Men
Women
Total
Men
Women
Total
Men
Women
Total
Full-time
employment
1,606 420 2,026 1,688 496 2,184 1,661 509 2,170
Part-time
employment
5 13 18 4 13 17 5 27 32
Total
1,611 433 2,044 1,692 509 2,201 1,666 536 2,202
STAFF MOBILITY
[ATHEX ESG: C-S4]
The indicators refer to the percentage of redundancies from the Group
2022 2021 2020
Voluntary mobility index
11% 11% 11%
Non-voluntary mobility index
8% 10% 10%
FEMALE EMPLOYEES
[GRI: 405-1, ATHEX ESG: C-S2, C-S3]
2022 2021 2020
Percentage of women
24% 24% 25%
Female employees in managerial positions
16% 18% 20%
Percentage of women in the Board of
Directors*
18% 18% 0%
* Meeting the criteria for adequate representation as defined in Article 3 of L.4706/2020
TOTAL NUMBER OF EMPLOYEES BY TYPE OF EMPLOYMENT
Page 132 of 268
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Amounts in thousand Euro, unless stated otherwise
INJURIES AT WORK
[GRI: 403-9, SASB: RT-CH-320a.1, ATHEX ESG: SS-S6]
Employees Partners
2022 2021 2020 2022 2021 2020
Number of deaths as result of injury
0 0 0 0 0 0
Level of deaths as result of injury *
0 0 0 0 0 0
Number of serious injures
12 0 0 0 0 0
Level of serious injures *
0.63 0 0 0 0 0
Number of confirmed injuries
27 35 33 2 4 0
Level of confirmed injuries *
2.45 1.89 1.77 6.32 11. 26 0
* Equal to the corresponding number/hours *200.000
ILLNESS AT WORK
[GRI: 403-10, SASB: RT-CH-320a.1, ATHEX ESG: SS-S6]
Employees Partners
2022 2021 2020 2022 2021 2020
Number of deaths due to illness
0 0 0 0 0 0
Number of confirmed illnesses
0 0 0 0 0 0
PRODUCT SAFETY AND HEALTH AND SAFETY OF CONSUMERS AND END USERS
[GRI: 416-2, ATHEX ESG: SS-S1]
During 2022, there were no cases of non-compliance with existing legislation and appli-
cable regulations, regarding the effects of products on the health and safety of consum-
ers. Accordingly, there was no product recall due to malfunctions or inconsistency in any
of the Group’s companies and, as a result, there was no need to pay relevant monetary
compensation.
SOCIAL SUPPORT
2022 2021 2020
Total expenditure of Stavros Chalioris Social
Center
€412,621 €380,017 €328,623
Annual Financial Report as of 31.12.2022
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Amounts in thousand Euro, unless stated otherwise
12.6. Environmental issues and climate change
12.6.1 Main risks and their management
[GRI: 201-2, ATHEX ESG: A-E2]
For the identification of the opportunities,
as well as of the natural and transitional
risks associated with climate change, the
Group is aligned with the recommenda-
tions of the Financial Stability Board’s Task
Force on Climate-Related Financial Disclo-
sures (TCFD). The climate crisis and the en-
ergy transition affect the Group’s activities
while simultaneously creating great op-
portunities through the principles of the
circular economy, the use of recycled raw
materials and investment in renewable en-
ergy sources. At the same time, the Group
recognizes the risks and impacts that may
arise in its business activity due to climate
change, such as the occurrence of extreme
weather events or an increase in tempera-
ture, which may affect the production pro-
cess in the short, medium and long term.
In order to mitigate risks and avoid nega-
tive socio-economic and environmental
impacts, the Group constantly updates
and adapts its business model, is commit-
ted to zero tolerance in matters related to
the protection of the environment and it
has established and communicated rel-
evant principles and policies.
The Group has recognized the follow-
ing categories of risks related to climate
change, but also the transition opportu-
nities to a low-carbon emissions’ busi-
ness model with an emphasis on innova-
tion based on the recommendations for
climate-related financial disclosure of the
international initiative “Task Force on Cli-
mate-Related Financial Disclosures (TCFD)’.
Risks and opportunities have been taken
into account when formulating the sus-
tainable development strategy and defin-
ing objectives and actions:
Type: Risks associated with: The Group:
Institutional
framework
the changes in the
European and national
regulatory framework
that create future
requirements.
monitors the national and international regula-
tory framework concerning the environment
and in particular packaging management and
recycling, with the aim of leading new markets
of innovative, ecologically designed products.
Technology
the fact that the transi-
tion to a low-carbon
emissions’ economy
presents adaptation
needs for the produc-
tion process.
monitors potential risks in its internal pro-
cesses, such as requirements in the production
of sustainable products or in new investments
in equipment, but also technological devel-
opments that can enhance innovation and
optimize processes.
Market
changes in industry
structure in a carbon
sensitive economy.
assesses environmental risk in terms of carbon
emissions, monitors and records direct and
indirect emissions from all its operations
Reputation
the variations in con-
sumer preferences
recognizes the transitional risks associated with
changes in consumer preferences by providing
solutions for sustainable products with a posi-
tive environmental footprint.
Page 134 of 268
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Amounts in thousand Euro, unless stated otherwise
Type: Opportunities arising: The Group:
Energy
sources
from the increase in
the use of renewable
sources and the effort
to gradually reduce
energy consumption.
invests in photovoltaic systems and geother-
mal energy so as to reduce greenhouse gas
emissions through the use of RES, and continu-
ously takes measurable actions to save energy.
Markets
from the conversion of
existing markets to new
sustainable products
and processes, where
the use of recycled or
re-use will add value to
the customer.
has developed specialized upgrading recycling
systems that also enable the recording and cer-
tification of the percentage of recycled raw ma-
terial or reuse systems that enable the record-
ing and certification of the number of uses.
Prod-
ucts and
services
from the development
of products and solu-
tions based on the cir-
cular economy that add
value to the customer.
applies the circular economy model in practice,
through specific actions, such as the organiza-
tion of closed recycling systems for the pro-
duction of new products or the design and
production of reusable products.
Elasticity
from the execution
of projects aimed at
improving efficiency
during the production
process.
carries out targeted projects such as zero pellet
loss, energy efficiency in the production pro-
cess, waste minimization, re-use of production
process waste.
Resource
efficiency
from increasing the
use of recycled raw
material.
has set as a priority the replacement of primary
raw material with recycled, the synergies with
suppliers/customers in the context of creating
a sustainable supply chain, the reduction of
product packaging where possible, or actions
of zero pellet loss.
12.6.2 Due Diligence and Other Policies
The Group has a Safety-Health-Environ-
ment Policy with the aim of a consistent
approach, raising awareness and improv-
ing the culture in relation to the general
principles and basic rules included in the
Code of Ethical Behavior and Ethics and
concerning safety and health, the protec-
tion of environment, circular economy and
climate change. The priority is to improve
the environmental impacts resulting from
the operation of the Group, with particular
attention to the application of circular
economy principles, responsible waste
management, increasing the use of recy-
cled raw materials, reducing energy con-
sumption, investing in renewable energy
sources and limiting greenhouse gas emis-
sions related to its activities.
Actions according to the principles of
the circular economy
The European Green Deal lays the
Annual Financial Report as of 31.12.2022
Page 135 of 268
Amounts in thousand Euro, unless stated otherwise
foundations for a new plastics economy, in
which the design and production of plas-
tic products are done with full respect for
the environment through the use of fewer
natural resources and increased recycling.
The Group fully responds to this strategy,
turning today’s challenges into growth
opportunities with the aim of strengthen-
ing a sustainable competitive advantage.
In this context, it has adopted the princi-
ples of the circular economy throughout
the life cycle of its products, incorporating
practices based on the principles of reduc-
tion, reuse and recycling
Raw materials
[ΑΤΗΕΧ ESG: SS-E7]
• Ensuring efficient use of natural
resources and evaluation of raw
materials based on the required
technical specifications
• Deliberate non-use during the
production process of the 27 critical
raw materials for which there is a high
risk of supply problems as recognized
by the European Commission
Design
• Reducing the average weight of the
products while maintaining the same
technical characteristics
• Designing new innovative and
sustainable products with a low
environmental footprint
Production
• Investment in more energy efficient
production machines and continuous
monitoring and reduction of energy
consumption
• Use of recycled raw material in a very
high percentage depending on the
application
Distribution / Transportation
• Synergies between Group companies
for the optimization of routes and
procurement of raw materials from
industries located in the same
geographical area on a priority basis
• Collaboration with customers aiming
to reduce the use of secondary
packaging
Reuse
• Saving of raw materials through the
reuse of internal waste
• Production of reusable products with
the aim of extending their life cycle as
much as possible
Collection
• Storage of production residues in
appropriate temporary storage
stations with the aim of their optimal
utilization
• Collection of recyclable materials
through closed systems with the aim
of upgrading recycling
Recycling
• Voluntary commitment to replace
8,500 tons of primary raw material
with recycled one by 2025
• Reliable information on traceability
and content of recycled raw material
Page 136 of 268
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Amounts in thousand Euro, unless stated otherwise
through RecyClass, EuCertPlus and
TUV OK Recycled certifications
Waste
• Recycling of non-reusable raw
materials through licensed partners
• Continued reduction of non-
hazardous waste disposal in landfills
through source separation actions
Research and innovation for the
development of sustainable products
[SASB: RT-CH-410a.1, ΑΤΗΕΧ ESG: SS-E5]
The Group constantly invests in research
and innovation mainly during the design
phase with the aim of developing sustain-
able products fully in line with the Eu-
ropean strategy for plastics in a circular
economy, with a positive environmental
impact and contribution to mitigating cli-
mate change. Priority in the design is the
low environmental footprint, the lowest
possible weight while achieving the same
strength, the possibility of reuse, 100% re-
cyclability, production from a single mate-
rial, the addition of natural materials in a
percentage of up to 30%, the use of recy-
cled material in percentage up to 100%.
Many of the Group’s products replace
the raw material with recycled, while at
the same time maintaining their proper-
ties and being certified by RecyClass, an
international initiative that promotes the
recyclability of plastic packaging and en-
sures the traceability and transparency of
recycled plastic. The Group has carried out
EPD® (Environmental Product Declaration)
environmental assessments for specific,
representative types of products in all
three segments of its activity. Both the as-
sessments, and the corresponding Life Cy-
cle Assessments (LCA for short) carried out
within the above context, were prepared
based on an internationally established
and accepted methodology for the prod-
uct categories in question (ISO 14025 and
ISO 14040), certified by independent au-
diting body for their validity and are avail-
able in the prescribed database (The Inter-
national EPD System) of the organization
EPD International AB (based in Sweden).
TARGET 2025
30%
INCREASE IN THE USE
OF RECYCLED RAW
MATERIAL
Circular economy platform “In the Loop”
[GRI: 306-2, ΑΤΗΕΧ ESG: SS-E5]
The environmentally targeted platform of
the Thrace Plastics Group is based on the
3 axes of the circular economy REDUCE |
REUSE | RECYCLE and networks compa-
nies, brands, public bodies and consumers
with the aim of reducing the environmen-
tal footprint throughout the whole value
chain. It reflects the Group’s approach
regarding the environmental impact of
packaging materials and the avoidance of
their disposal in the environment.
The platform contributes to the creation
of lighter products with the aim of reduc-
ing the use of plastic while maintaining
the same technical characteristics, multi-
use products that replace their single-use
counterparts and products from recycled
raw material. It also designs specialized
reuse systems that enable recording and
certification of the number of uses and
specialized closed/controlled cycle recy-
cling systems. In addition, it informs about
the circular economy in plastic products
and the upgrading recycling.
The benefits of using the platform are as
follows:
Annual Financial Report as of 31.12.2022
Page 137 of 268
Amounts in thousand Euro, unless stated otherwise
• The transition from the linear to the
circular economy is taking place
• The environmental footprint of the
products is reduced
• Natural resources are preserved
• Plastic waste is reduced
• Reuse is made possible
• More products are produced from re-
cycled raw material
ANNUAL
PERFORMANCE
130
ASSOCIATE
MEMBERS IN 2022
Protection and preservation of
biodiversity
[GRI: 304-2, ΑΤΗΕΧ ESG: A-E5]
The Group continuously seeks to increase
the use of recycled raw material, drastically
reduce waste and reduce greenhouse gas
emissions through production processes,
thereby reducing pressures on biodiver-
sity. The circular economy-oriented strat-
egy that it applies, aims to keep materials
as much as possible in the economy cycle
through reuse or recycling and certainly
away from the environment, landfills and
oceans, thus mitigating negative impacts
on biodiversity throughout the value
chain. The Biodiversity Strategy also works
alongside the new European Strategy from
“the farm to the plate” for the support and
transition to fully sustainable agriculture.
The Group, through Thrace Greenhouse
fully supports this strategy for healthier,
fresher and more sustainable food. Hy-
droponics allows the minimization of the
use of plant protection products with the
ultimate goal of their zero application and
great water savings, while geothermal en-
ergy contributes to energy savings and al-
most zero greenhouse gas emissions.
Water consumption management
[ΑΤΗΕΧ ESG: SS-E3, SS-E4]
Measures applied for saving and rational
use of water, as well as limit leakages:
• Water consumption monitoring
• Integrated preventive maintenance
system to deal with any leaks that may
occur (cooling/heating)
• Water collection and recycling systems
• Automatic switches at the points of
use of drinking water
• Special marking for rational use of
drinking water
• Personnel awareness to reduce
consumption
Liquid waste management
[SASB: RT-CH-140a.3, ΑΤΗΕΧ ESG: A-E4]
The Group fully complies with the legal re-
quirements for liquid waste management.
In this context, an environmental impact
study has been prepared, which mainly
concerns the optimal way of managing
them, as well as dealing with potential
risks.
Page 138 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Solid waste management
[GRI: 306-2, ΑΤΗΕΧ ESG: A-E3]
The Group fully complies with the legal re-
quirements for waste management. In this
context, an environmental impact study
has been prepared which mainly concerns
the optimal way of managing them, while
meeting contractual obligations, such as
registration in the Electronic Waste Reg-
ister (EWR) and registration of the waste
producer’s annual report, and registration
in the National Register of Waste Produc-
ers (NRWP) and payment of the relevant
packaging recycling fee. The Group im-
plements internal procedures, such as the
preparation of reports on the types and
quantities of waste produced, while an ef-
fort is made to reduce this in the factories
by the method of separation at the source.
It is also ensured that the companies to
which the waste ends up for final treat-
ment or disposal have valid legal operat-
ing documents, while the relevant recy-
cling certificates are obtained.
Use and management of chemicals
[SASB: RT-CH-410b.2, ATHEX ESG: SS-E8]
Due to its field of activity, the Group uses a
range of chemical substances and consti-
tutes a very important priority the effec-
tive management of the potential risks that
may arise for the environment. The Group
fully complies with legal requirements for
the temporary storage and use of chemi-
cals, informs and trains employees about
their safe use and does not use chemicals
or other hazardous substances subject to
national or international bans. In addition,
all the chemicals used are placed on metal
bases, while any leaks of small quantities
end up in special collectors. All chemicals
are stored in appropriate areas with special
markings, while access is only allowed to
persons with special permission and ex-
tensive knowledge of safety regulations.
Improving resource efficiency during the
production process
Resource and process efficiency is incor-
porated in the Group’s corporate culture.
There are active relevant projects in all fa-
cilities that, with the input of employees,
are successfully implemented, while their
progress is recorded and evaluated on a
systematic basis:
• zero pellet loss
• zero waste
Improving energy efficiency during the
production process
[GRI: 302-3]
The Group constantly monitors the energy
consumption in the production processes
with the aim of the best possible efficiency
through taking energy saving measures
and raising awareness and informing the
employees. At the same time, it makes
mechanical modernization investments
aimed at saving energy, such as the re-
placement of energy-consuming equip-
ment with equipment with lower energy
requirements.
TARGET 2025
-15%
REDUCTION OF ENERGY
CONSUMPTION IN
PRODUCTION PROCESSES
IN TERMS OF PRODUCTION
VOLUME
Annual Financial Report as of 31.12.2022
Page 139 of 268
Amounts in thousand Euro, unless stated otherwise
Investment in renewable energy sources
The utilization of renewable energy sourc-
es and the improvement of energy effi-
ciency constitute key pillars for the fulfil-
ment of the climate objectives and the
long-term strategy of the European Union.
After all, the European Green Deal also
focuses on the transition to clean energy,
the promotion of energy efficiency and
the development of an energy produc-
tion sector that will be largely based on re-
newable energy sources. Actions that will
contribute to the reduction of greenhouse
gas emissions and to the upgrading of the
quality of life. In this context, the Group
constantly invests in the use of energy
from renewable sources. During 2021, the
operation of photovoltaic net metering
systems began.
ANNUAL
PERFORMANCE
6.7 ΜW
OPERATION OF
PHOTOVOLTAIC SYSTEMS
WITH CLEAR EXPANSION
PLAN
Actions to limit the effects of climate
change
[ATHEX ESG: SS-E1]
The Group has integrated into its strategic
plan the improvement of the data collec-
tion process for the accurate calculation
and measurement of emissions and it has
committed to the establishment of scien-
tific targets for their reduction and vali-
dation through the international Science
Based Targets Initiative (SBTi). At the same
time, it implements actions to save energy,
optimize waste management and increase
the use of recycled raw materials. These
actions formed the basis for defining
specific objectives. In order to maximize
the use of business opportunities and miti-
gate the risks arising from climate change,
the Group bases its business model on a
comprehensive risk assessment process,
having examined strong and weak points,
as well as opportunities and threats from
the operating environment through SWOT
analysis. At the same time, the Group par-
ticipates in the international organization
CDP, in order to evaluate the way it man-
ages the effects of its activities on the en-
vironment and climate change. In order to
respond immediately to the risks and op-
portunities from climate change, all Group
companies follow a common Environ-
mental Policy, while environmental man-
agement officers have been appointed
to monitor the companies’ performance
through an Environmental Management
System.
Platform for calculating greenhouse gas
emissions “Carbon Tracker”
[GRI: 305-1, 305-2, 305-3, SASB: RT-CH-110a.1,
ATHEX ESG: C-E1, C-E2, A-E1]
The Group recognizes the importance of
recording and reducing direct and indirect
greenhouse gas emissions. For this reason,
it uses a specialized platform for calculat-
ing greenhouse gas emissions, which is
aligned with the internationally estab-
lished GHG Protocol methodology and ISO
14064-3. In 2021, the Group proceeded to
the recording of direct and indirect emis-
sions (Scope 1 and 2) for the previous year
and determined the carbon footprint of the
three most important subsidiaries. In 2022
the Group proceeded with the complete
recording of direct and indirect emissions
(Scope 1, 2 and 3) for the previous year and
determined the carbon footprint of all sub-
sidiaries. Reducing energy consumption
Page 140 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
during the production process, increasing
the use of renewable energy sources, rais-
ing the percentage of recycled material
and reducing waste are key pillars of ac-
tion in order to reduce emissions.
Scoring with “B” by the international
organization CDP
Group participates in the international
non-profit organization CDP which sup-
ports organizations to publicize their en-
vironmental impacts and evaluates them
based on completeness of disclosures,
management of environmental risks, tar-
geting and demonstration of best prac-
tices. In just its second year of participa-
tion, the Group moved up 2 levels in the
rankings by receiving the score of “B-
Management” for its performance in rela-
tion to climate change, confirming that it
is on the same scale as the industry aver-
age, while exceeding global average. At
the same time, the Group committed to
the establishment of scientific targets for
the reduction of carbon footprint and their
validation through the international Sci-
ence Based Targets Initiative (SBTi) while it
has started the process of defining these
targets.
12.6.3 Outcomes of the aforementioned
policies and non-financial
performance indices
Raw materials
The purpose of the monitoring framework
is to measure the progress made towards
the circular economy in terms of the sup-
ply of raw materials in relation to recy-
clable raw materials. In 2022 the Group
achieved a significant increase in the use
of recycled raw material compared to 2021.
ANNUAL
PERFORMANCE
17%
INCREASE IN RECYCLED
RAW MATERIAL USE IN
2022 COMPARED TO
2021
Total weight of materials (in t)
[GRI: 301-1]
2022 2021 2020
Polypropylene
85,610 90,366 88,450
Polyethylene
10,646 10,856 12,906
PET
384 0 0
Masterbatch
2,908 2,040 3,154
Packaging
materials
7,855 7,059 6,692
Total
107,403 110,321 111,202
Annual Financial Report as of 31.12.2022
Page 141 of 268
Amounts in thousand Euro, unless stated otherwise
Total weight of recycled raw materials
(in t)
[GRI: 301-2]
2022 2021 2020
Recycled raw
material *
13,407 11,443 7,018
Percentage of
recycled raw
material
12.5% 10.4% 6.3%
* The recycled raw materials included into the pro-
duction process stem from residues of the produc-
tion processes and from external sources.
Solid waste
[GRI: 306-3, 306-4, 306-5, SASB: RT-CH-150a.1,
ATHEX ESG: A-E3]
Regarding the management of solid
waste, the following table includes data
for the quantities of waste generated in
the Group, by treatment method. It must
be noted that that the quantities of plas-
tic production residues generated within
the production units are recycled in full
through in the production process.
Waste treatment method Total weight of hazardous waste (t) Percentage
2022 2021 2020 2022 2021 2020
Recycling
210.6 196.6 209.9 94% 90% 94%
Incineration
13.4 21.1 13.8 6% 10% 6%
Total
224.0 217.7 223.7 100% 100% 100%
Waste treatment method
Total weight of non-hazardous
waste (t)
Percentage
2022 2021 2020 2022 2021 2020
Recycling
3,570.5 2,201.8 3,205.4 63% 51% 52%
Energy recovery
314.6 362.4 326.9 5% 8% 5%
Disposal in landfills
1,802.0 1,794.9 2,595.9 32% 41% 43%
Total
5,687.1 4,359.1 6,128.2 100% 100% 100%
Energy consumption by type and source (MJ)
[GRI: 302-1, SASB: RT-CH-130a.1, ATHEX ESG: C-E3]
2022 2021** 2020**
Non-renewable resources*
Electric energy 562,705,599 586,734,821 547,416,814
District heating 1,545,613 1,627,056 1,674,000
Fuel 103,985,964 146,173,320 95,244,785
Gasoline 870,124 904,150 731,011
Natural gas 90,791,932 134,301,900 81,338,215
Methane 0 241,200 57,600
Liquefied Petroleum Gas (LPG) 7,058,892 7,381,517 7,717,144
Diesel 1,397,626 1,524,156 1,606,128
Heating pellets 3,867,390 1,820,397 3,794,687
Page 142 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Renewable sources
Solar energy (Photovoltaic) 20,515,636 4,494,035 1,134,518
Geothermal energy 22,963,889 22,385,650 23,748,305
Hydropower 932,976 994,104 836,784
Total (MJ) 712,649,677 762,408,986
670,055,205
Total (MWh) 197,958 211,780 186,126
* To calculate electricity, district heating and fuel consumption, unit conversion factors from the DEFRA
(Department for Environment, Food & Rural Affairs) methodology guide were used.
**Data has been updated.
Energy consumption within the Group per type and source of energy (%)
2022 2021 2020
Electric energy (%)
78.96% 76.96% 81.70%
Thermal energy (%)
0.22% 0.21% 0.25%
Fuel (%)
14.59% 19.17% 14.21%
Renewable energy sources (%)
6.23% 3.66% 3.84%
Total
100% 100% 100%
ANNUAL
PERFORMANCE
6.23%
USE OF ENERGY FROM RENEWABLE SOURCES IN 2022
Direct and indirect emissions
[GRI: 305-1, 305-2, 305-3, SASB: RT-CH-110a.1, ATHEX ESG: C-E1, C-E2, A-E1]
Below there are displayed the data collected according to ISO 14064-3 for the year 2021
in full analysis (scope 1, 2, 3) and external verification based on the AA1000 assurance
standard, while in the Sustainable Development Report there will be detailed report for
the year 2022.
Categories (tCO2e)
Direct emissions (Scope 1): 5,676
Indirect emissions (Scope 2): 100,169 (Location based), 65,963 (Market based)
Indirect emissions related to the value chain (Scope 3): 242,576
Annual Financial Report as of 31.12.2022
Page 143 of 268
Amounts in thousand Euro, unless stated otherwise
12.7 Impact of the COVID-19 pandemic on non-financial issues
The impact of the pandemic on the operation of the Group and business continuity
In 2022, the Group managed to achieve
stable, sustainable, but also significantly
higher recurring profitability compared
to pre-pandemic levels, despite the par-
ticularly difficult conditions that prevailed
in the global economy. The foundations
were laid for long-term improvement and
development, within conditions of intense
uncertainty and inflationary pressures,
while the implementation of both the
planned and the extraordinary investment
plan progressed consistently. The dynamic
growth path of the Group continues, aim-
ing at the further increase of production
volume, the continuous improvement of
the product mix and profitability, as well
as the strengthening of the dynamics at
the level of recycling within the framework
of holistic sustainable development. More
details are included in section 3.33.
Measures taken for the minimization of
the impact of the pandemic
The Group closely and responsibly moni-
tors all the developments related to the
pandemic crisis, having as priority the as-
surance of the health and safety of its em-
ployees and its uninterrupted operation,
so that it does not suffer any consequence
that would negatively affect its business
continuity. In particular, in accordance
with the guidelines and recommendations
of the World Health Organization and the
local Public Health and Civil Protection Or-
ganizations, the following measures were
implemented from the very beginning
and, if required, will be activated:
• Formation of crisis management
teams, with the participation of the
Group’s management and companies,
Human Resources departments, Occu-
pational Physicians and Safety Techni-
cians in weekly meetings with the aim
of maintaining and enriching protec-
tion measures and monitoring cases.
• Information regarding the way of its
transmission and prevention meas-
ures and provision of recommenda-
tions and instructions of personal hy-
giene, according to the guidelines of
the competent authorities.
• Provision of personal protective
equipment.
• Implementation of diagnostic testing.
• Realization of disinfections on a regu-
lar basis.
• Application of remote working for of-
fice workers, to the extent possible.
• Provision of protection for employees
who belong to vulnerable groups with
immediate removal from the facilities
without affecting their remuneration.
• Establishment of particular proce-
dures and protocols for all visitors.
• Realization of meetings, conducting
Board meetings and General Assem-
blies’ convening by teleconference, in
accordance with the provisions of the
law
• Compliance with mandatory medical
protocols in case of employee illness
or contact with a case
Page 144 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
12.8. EU TAXONOMY REPORT
[ATHEX ESG: A-S1]
12.8.1 Environment
EU Commission aims to provide the eco-
nomic and financial system in the EU with
a structure that is more sustainable. For
this reason, EU adopted the recommen-
dations of the high-level expert group on
sustainable finance that formed the basis
of the “Action Plan on sustainable finance”.
Moreover, climate neutrality by 2050 is at
the heart of the European Green Deal. By
this term, the volume of CO2
emissions emitted should be
equal to the volume avoided or
removed. EU Taxonomy Regu-
lation is the basic tool in the
aforementioned Action Plan.
It is a system that classifies en-
vironmentally sustainable eco-
nomic activities. The following
environmental objectives are examined:
1. Climate Change Mitigation
2. Climate Change adaptation
3. Sustainable use and protection of wa-
ter and marine resources
4. Transition to a circular economy
5. Pollution prevention and control
6. Protection and restoration of biodiver-
sity and ecosystems
EU Taxonomy Regulation classifies eco-
nomic activities as “environmentally sus-
tainable” under the following conditions:
• Make a substantial contribution to at
least one environmental objective.
• Do no significant harm (DNSH) to
achievement of the five other EU envi-
ronmental objectives.
• Comply with minimum social
safeguards.
Technical Screening Criteria (TSC) are
used for the assessment of an economic
activity to the extent of the substantial
contribution to one of the objectives and
does no significant harm to the five other
objectives.
Figure 1 presents the necessary steps for the
alignment of an economic activity.
Figure 1: A 4-step process to determine a taxonomy
aligned activity (Source: BNEF)
Climate change Mitigation (1) and Cli-
mate Change Adaptation (2) are the cur-
rently active EU environmental objectives
for which technical screening criteria have
been issued. The evaluation for fiscal year
2022 can take place only for these criteria.
• “Taxonomy eligible economic activ-
ity” is described in the delegated acts
supplementing Taxonomy Regulation,
irrespective of whether the economic
activity meets any or all the TSC laid
down in those delegated acts.
• “Taxonomy aligned economic activ-
ity” complies with the TSC as defined
in the Climate Delegated Act and it
Annual Financial Report as of 31.12.2022
Page 145 of 268
Amounts in thousand Euro, unless stated otherwise
is carried out in compliance with the
minimum safeguards, re: human and
consumer rights, anti-corruption and
bribery, taxation and fair competition.
Turnover KPI, Capital Expenditure (CapEx)
KPI and Operating Expenditure (OpEx) KPI
will be reported for Thrace Group’s eco-
nomic activities in fiscal year 2022.
There is a significant number of economic
activities that are not eligible under the
taxonomy requirements. For Thrace Group,
the economic activity 3.6 “Manufacture
of other low carbon technologies” is con-
sidered eligible. For the Climate Change
Adaptation objective, description of 3.6
includes the manufacture of technologies
aimed at substantial GHG emission reduc-
tion in other sectors of the economy (not
covered in Sections 3.1 to 3.5 of Annex II,
Climate Delegated Act).
Taxonomy Eligibility – Taxonomy
Alignment
The identification of technologies, activi-
ties, and products in Thrace Group’s port-
folio that can demonstrate low CO2 emis-
sions in their application was performed,
which resulted in their inclusion in the 3.6
economic activity.
The EU Taxonomy Regulation does not
stipulate a minimum value for the KPI lev-
els. Building on technological advances
rather than on efficiency enhancements
within the existing system could be the
purpose and objective of the “EU Action
Plan on Financing Sustainable Growth”.
Thrace Group aims in manufacturing
1 as referred to in Article 10(2) of Regulation (EU) 2020/852)
2 as referred to in Article 10(1), point (i), of https://eur-lex.europa.eu/legal-content/EN/
TXT/?uri=celex:32020R0852)
3 A pan-European classification system that groups organizations according to their business activities.
4 https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX%3A32021R2139&qid=1677158195514
sustainable products, aligned with Circular
Economy standards, to further reduce the
environmental footprint.
Considering how they contribute to or
support the environmental objectives,
economic activities are categorized as:
• Primary Activities, which directly con-
tribute substantially to one of the six
environmental objectives.
• Transitional activities, which support
the transition to a climate-neutral
economy
1
.
• Enabling activities, which facilitate the
primary activities indirectly
2
.
Economic activities
Thrace Group consists of 14 companies,
operates in 9 countries, with production,
trading and distribution companies and
develops activity in 3 sectors: Technical
fabrics, Packaging solutions and Geother-
mal Hydroponic Greenhouses. Moreover,
it develops sales network in 80 countries,
applies 28 technologies in production pro-
cedure and covers 25 market segments
with products and solutions.
The EU taxonomy regulation classifies Eco-
nomic activities and proposes their asso-
ciation with possible NACE
3
codes . NACE
codes can be associated with more than
one economic activity
4
.
A reference to NACE codes for the major
economic activities of the Group is listed
below:
Page 146 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Nace
Code
Description
Busi-
ness
Unit
A1
Crop and animal production,
hunting and related service
activities
C
A1.13
Growing of vegetables and
melons, roots and tubers
C
C13
Manufacture of textiles
A
C13.20
Weaving of textiles
A
C13.95
Manufacture of non-wovens
and articles made from non-
wovens, except apparel
A
C17
Manufacture of paper and
paper products
B
C17. 2
Manufacture of articles of paper
and paperboard
B
C20
Manufacture of chemicals
and chemical products
A
C20.16
Manufacture of plastics in
primary forms
A
C22
Manufacture of rubber and
plastic products
A, B
C22.22
Manufacture of plastic packing
goods
B
C22.29
Manufacture of other plastic
products
A
All economic activities carried out by the
Group have been examined to identify
which are eligible and aligned in accord-
ance with Annexes I and II to the Climate
Delegated Act. Technical Screening Crite-
ria were considered for this evaluation.
The table below indicates the environ-
mental objective for which the activities
qualify as eligible.
Table 1: Taxonomy eligible economic activity
Economic
Activity
Description
NACE-
code
3.6 Manufac-
ture of other
low carbon
technologies
Manufacture (and sale) of
technical fabrics (textiles,
woven, non-woven) that
aim at enabling a substan-
tial reduction of GHG emis-
sions in other sectors of the
economy
13.20
13.95
The aforementioned activity primarily
contributes to climate change adaptation.
Eligibility criteria for Thrace Group
Thrace Group products are categorized in
the following Business Sectors, according
to their prevail uses:
I. Technical Fabrics
II. Packaging Solutions
III. Geothermal Hydroponic Greenhouses
According to the Delegated Regulation EU
2021/ 2139, the economic activity:
3.6. Manufacture of other low carbon
technologies
can be associated with Thrace Group’s
NACE codes. The main NACE code for the
production of Technical Fabrics is 13.95.
The activity is classified as eligible, even
though the respective NACE code is not
mentioned in Annex I to the Climate Dele-
gated Act, since the economic activities in
the category 3.6 could be associated with
several NACE codes and on the other hand
the products substantially contribute to
Climate Change Adaptation.
Thrace Group products are classified to
this economic activity since Environmen-
tal Product Declarations (EPDs) have been
issued which demonstrate the reduction
of greenhouse gas emissions over the life
cycle, allowing comparison between prod-
ucts to ensure the most sustainable choice.
Packaging Solution products from Busi-
ness Unit B are not eligible for the envi-
ronmental objectives Climate Change
Mitigation and Climate Change Adapta-
tion for which Technical Criteria have been
set. The production of Business Unit B
products does not meet TSC of economic
activity 3.17 “Manufacture of plastics in
primary form”. Geothermal Hydroponic
Greenhouses products, Business Unit C,
are not examined because they are pro-
duced from a joint venture. In accordance
Annual Financial Report as of 31.12.2022
Page 147 of 268
Amounts in thousand Euro, unless stated otherwise
with section 1.2.3. of Annex 1 of the del-
egated act, KPIs of Joint Ventures will not
be published.
The activity 3.6 is classified as Enabling
Activity, which facilitates the primary ac-
tivities indirectly by providing adaptation
solutions that contribute substantially to
preventing or reducing the risk of the ad-
verse impact of the current climate and the
expected future climate on people, nature
or assets, without increasing the risk of an
adverse impact on other people, nature or
assets.
Thrace Group products contribute sub-
stantially to:
Climate Change Adaptation
Technical Fabrics, Business Unit A, have
been designed and used mainly to prevent
soil erosion and improve the energy effi-
ciency of buildings.
The economic activity is tested only for
Climate Change Adaptation and not for
Climate Change Mitigation based on the
conditions set out in Articles 10 and 11 of
the Taxonomy Regulation.
In order to identify the climate change
risks, the Group has started its alignment
with the TCFD’s recommendations. The
TCFD Report (Recommendations of the
Task Force on Climate-related Financial
Disclosures) divides climate-related risks
into two major categories:
• risks related to the physical impacts of
climate change and (Climate Change
Physical Risk).
• risks related to the transition to a low-
er-carbon economy (Climate Change
Transition Risk).
The classification of climate-related risks
comprises four major hazard groups, with
hazards related to water, temperature,
wind, and solid mass according to Appen-
dix A of the Climate Delegated Act. Within
this framework, the Group has carried out
a risk assessment including both acute (Bi-
ological risks, Health epidemics/ Pandem-
ics, Inability to develop a business continu-
ity/recovery plan, International sanctions
imposed due to the Russo-Ukrainian War,
Political instability) and chronic risks (Scar-
city of water / contaminated water, Inabil-
ity to manage environmental or climate
changes, Natural Disasters/ Impact of
natural disasters on global operations and
markets). Physical risks which were found
to be relevant, as adaptation must account
for both rapid as well as gradual changes
to take the appropriate adaptation meas-
ures, a further analysis is being conducted
at this stage for each of the Group’s sites.
The eligible activity is also taxonomy-
aligned, since it meets all the following
three criteria, as detailed below:
• Substantially contribute to Climate
Change Adaptation in line with the
Technical Screening Criteria (TSC).
• Do-not-significant-harm (DNSH) in
relation to the other environmental
objectives.
• Comply with Minimum social safe-
guards (MSS) as described in the Tax-
onomy Regulation.
Page 148 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Table 2 presents Thrace Group products for Business Unit A and their eligibility approach to
the Environmental objectives of EU Taxonomy.
Category
Product family1
name
Product family2
name
Economic Activity
(Del. Reg. 2021/ 2139)
Description / Protection of the Environment
A.Technical
Fabrics
GeoSynthetics
Nonwoven
Geotextiles
3.6 Manufacture of
other low carbon
technologies
A needle punched, and heat-treated nonwoven
geotextile produced from 100% polypropylene
staple fibers, that is used in road, railway, and
drainage applications. It acts as separator to
prevent the intermixing of the different soil
layer types and extends the life cycle of the
infrastructure.
A.Technical
Fabrics
Woven
Geotextiles
A stabilized, high strength, black woven geo-
textile produced from 100% polypropylene
tapes that is used in Road, railway, and geobag
applications. It acts as separator to prevent the
intermixing of the different soil layer types and
extends the life cycle of the infrastructure.
A.Technical
Fabrics
Geogrids &
Geocompos-
ites
Βiaxial geogrids are manufactured from poly-
propylene (PP) sheets using the extrusion
method of punching a pattern of holes, fol-
lowed by stretching in both directions under
controlled temperature, in order to reach the
material's tensile characteristics. They are used
in roads, landfill and erosion control.
A.Technical
Fabrics
Geosynthetic
Clay Liners
(GCL)
A bentonite layer sandwiched between a non-
woven geotextile as a cover layer and a woven
geotextile as a carrier and reinforcement bot-
tom layer, both connected through the process
of needle punching. It is used in landfills, canals
& storage reservoirs, tank storage sites, tunnel
& building seals, run-off basins, and roads for
water insulation in environmentally sensitive
areas.
A.Technical
Fabrics
Drainage
Geonets &
Geocompos-
ites
Thrace drainage nets (TDN) are composed of
a high-density polyethylene (HDPE) geonet
drainage core. They are used in landfills, foun-
dation walls, methane roads, pavements and
for erosion control.
A.Technical
Fabrics
Erosion Con-
trol Mats
A UV stabilized, woven mat produced from
100% polypropylene monofilament yarns used
for erosion control.
A.Technical
Fabrics
Construction
Flooring
Protection
The use of flooring protection contributes to
improved energy efficiency of buildings
A.Technical
Fabrics
Roofing
Membranes
The use of correctly specified and properly
installed high performance membranes can
reduce the risk of condensation within the
building fabric and can contribute to improved
energy efficiency.
Annual Financial Report as of 31.12.2022
Page 149 of 268
Amounts in thousand Euro, unless stated otherwise
Category
Product family1
name
Product family2
name
Economic Activity
(Del. Reg. 2021/ 2139)
Description / Protection of the Environment
A.Technical
Fabrics
Construction
Housewrap
3.6 Manufacture of
other low carbon
technologies
Breather membranes can be installed on the
outside of the frame and sheathing in timber
and steel framed walls. In framed construction,
breather membranes protect the frame and
any sheathing from water that may penetrate
the external cladding and reduce infiltration of
air into the wall, extending the life cycle of the
construction.
A.Technical
Fabrics
Concrete
Fibres
Polypropylene multifilament fibers are high
performance and high chemical resistance fi-
bres developed for crack control of concrete
i.e. to reduce the incidence of plastic shrinkage
cracking, in order to extend the life cycle of the
construction.
A.Technical
Fabrics
Vapour Con-
trol Layers
Nonwoven extrusion coated spunbond fabric,
made from polypropylene spunbond and poly-
olefin coating. They reduce water vapour trans-
fer through a building element and minimise
convective heat losses.
A.Technical
Fabrics
Agri/ Horticul-
ture/ Aquaculture
Groundcover
Groundcover fabrics offer exceptional weed
control, eliminating the need for herbicidal
or insecticidal sprays. They can be used in
greenhouses, gardens, nurseries and land-
scaped areas.
A.Technical
Fabrics
Root Barrier
Root Barrier is designed to prevent wall crack-
ing and to extend life of the concrete paths
around trees as well as to protect buildings,
walls and sidewalks from potential damage
caused by root development redirecting roots
downwards.
A.Technical
Fabrics
Nets
Their use improves the efficiency of fertilizer
use.
A.Technical
Fabrics
Mulching
Widely used in nurseries, greenhouses and
garden centers, Thrace Group Mulching Fab-
rics prevent the growth of weeds without the
need for spraying, while helping to maintain a
clean, hygienic growing environment for opti-
mized productivity.
A.Technical
Fabrics
Cropcover
Cropcover fabrics help to extend the growing
season resulting in higher yield crops. They are
particularly essential in climatic conditions that
do not favor successful continuous crop devel-
opment. Their use reduces the need for insec-
ticides and chemical treatment
A.Technical
Fabrics
Joined
Cropcover
Used for limiting the growth of weeds and re-
duces the need for insecticides and chemical
treatment
Page 150 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Category
Product family1
name
Product family2
name
Economic Activity
(Del. Reg. 2021/ 2139)
Description / Protection of the Environment
A.Technical
Fabrics
Landscape
- Gardening
Gardening -
DIY Mini Rolls
3.6 Manufacture of
other low carbon
technologies
A family of products for building and landscape
applications, addressing the DIY market. It can
be used in gardens, floriculture, small green-
houses, landscaping, tree planting, erosion
control.
A.Technical
Fabrics
Filtration
Air Filtration
Nonwovens for air filtration are spunbond,
continuous filament, thermally bonded fabrics
made from 100% polypropylene. They are used
in vacuum cleaner prefilters, pleated filters,
respirator coverstocks, cartridge filters, liquid
filters, air filters
A.Technical
Fabrics
Liquid
Filtration
Woven materials produced from monofilament
or multifilament polypropylene yarns and non-
woven made of polypropylene staple fibres,
used to separate liquids from solids. Used in
chemical processing, mining, sugar refining,
water filtration, wastewater treatment giving
the potential for liquids reuse.
A.Technical
Fabrics
Industrial fabrics
Absorbents
Nonwoven and woven fabrics are produced for
a large variety of product end uses including
automotive, building materials, absorbency,
furniture, bedding, and flooring. Pollutants re-
moval is one of these uses.
A.Technical
Fabrics
Lamination /
Reinforcing
Substrates
The use of Lamination / Reinforcing Substrate
offers stability, strength and reinforcement
to products in a variety of applications and
contributes to improved energy efficiency of
buildings
A.Technical
Fabrics
Woven
Industrial
Can be used in landfills, run-off basins and
roads in environmental sensitive areas for soil
protection.
A.Technical
Fabrics
Non Woven
Industrial
Can be used in landfills, run-off basins and
roads in environmental sensitive areas for soil
protection
A.Technical
Fabrics
Industrial Yarns/
Fibers
PP Multifila-
ment Yarn
Used in manufacturing of air filters
A.Technical
Fabrics
PP Staple
Fibers
Used in manufacturing of air filters
Annual Financial Report as of 31.12.2022
Page 151 of 268
Amounts in thousand Euro, unless stated otherwise
Evaluation of “Do no significant harm”
(DNSH) criteria
“Do no Significant harm” evaluation takes
place for the Economic Activity:
3.6 Manufacture of other low carbon
technologies
In this economic activity, as described in
previous sections, products from Technical
Fabrics business unit substantially contrib-
ute to Climate Change Adaptation.
Compliance with DNSH criteria to the ap-
plicable environmental objectives is being
evaluated in the following paragraphs.
Climate Change Adaptation
DNSH technical criteria for Climate
Change mitigation do not apply for an
economic activity that substantially con-
tributes to Climate Change Adaptation.
The criteria for the EU environmental ob-
jective for the use and protection of Water
and Marine resources are associated with
environmental degradation risks related to
preserving water quality and avoiding wa-
ter stress are identified and addressed with
the aim of achieving good water status and
good ecological potential, in accordance
with Directive 2000/60/EC.
Thrace Group has adopted several proce-
dures to this direction and various meas-
ures are in place, such as i) water consump-
tion monitoring, ii) integrated proactive
maintenance system to deal with possible
leaks, iii) water collection and recycling
systems, iv) automatic switches at drinking
water points, etc.
DNSH criteria for Circular Economy ex-
amine the assessment of the activity and,
where feasible, the adaptation of tech-
niques that support:
i) Reuse and use of secondary raw mate-
rial.
ii) Design for high durability and recycla-
bility.
iii) Waste management that prioritizes re-
cycling over disposal in the manufac-
turing process.
iv) Information on the content and trace-
ability of it throughout the life cycle of
the products.
Production of Technical Fabrics aims both
to the maximum reuse and constant in-
crease of secondary raw material in prod-
ucts manufactured, but also to the maxi-
mum recycling rate of the produced
waste.
For compliance to the criteria for the Pro-
tection and restoration of biodiversity
and ecosystems Thrace Group facilities,
have all the required environmental per-
mits for their operation in place.
The locations of the European facilities of
Thrace Group are not in or near biodiver-
sity-sensitive areas (including the Natura
2000 network as well as other protected
areas), as presented in Figure 2.
DNSH criteria for the Pollution preven-
tion include the avoidance of manufac-
ture and placing on the market of several
hazardous substances. Thrace Group does
not use chemicals or other hazardous sub-
stances that are subject to national or in-
ternational constraints.
Page 152 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Figure 2: Thrace Group facilities in Europe
Definition of Turnover KPI, CapEx KPI and OpEx KPI
Turnover as referred to in the EU Tax-
onomy Regulation is defined as net rev-
enues pursuant to IFRS as stated in the
consolidated income statement and only
referring to fully consolidated subsidiaries.
The proportion of Taxonomy-aligned eco-
nomic activities in our total turnover has
been calculated as the part of net turnover
derived from products and services asso-
ciated with Taxonomy-aligned economic
activities (numerator) divided by the net
turnover (denominator) for the financial
year from 1 January to 31 December 2022.
The denominator of the turnover KPI is
based on the consolidated net turnover in
accordance with paragraph 82(a) of IAS 1.
For further details on the accounting poli-
cies regarding the consolidated net turno-
ver, refer to section 2.14 of the Annual Fi-
nancial Report 2022.
The numerator of the turnover KPI is de-
fined as the net turnover derived from
products and services associated with Tax-
Annual Financial Report as of 31.12.2022
Page 153 of 268
Amounts in thousand Euro, unless stated otherwise
onomy-aligned economic activities, that is:
• Activity 3.6 “Manufacture of other low
carbon technologies” generates net
turnover from the sale of technical fib-
ers.
CapEx as referred to in the EU Taxon-
omy Regulation is calculated on a gross
basis, i.e. without accounting for remeas-
urements, depreciation and amortization,
or impairment losses. CapEx comprises in-
vestments in non-current intangible assets
and in property, plant and equipment as
presented in the consolidated statement
of financial position.
The CapEx KPI is defined as Taxonomy-
aligned CapEx (numerator) divided by the
total CapEx (denominator).
Total CapEx consists of additions to tangi-
ble and intangible fixed assets during the
financial year, before depreciation, amor-
tization, and any remeasurements, includ-
ing those resulting from revaluations and
impairments, as well as excluding changes
in fair value. It includes acquisitions of tan-
gible fixed assets (IAS 16), intangible fixed
assets (IAS 38), right-of-use assets (IFRS 16)
and investment properties (IAS 40). Addi-
tions resulting from business combina-
tions are also included. Goodwill is not in-
cluded in CapEx, because it is not defined
as an intangible asset in accordance with
IAS 38.
For further details on the accounting poli-
cies regarding CapEx, refer to section 2.5
of the Annual Financial Report 2022.
The numerator consists of the following
categories of Taxonomy-eligible CapEx:
a) CapEx related to assets or processes
that are associated with Taxonomy-
aligned economic activities (“category
a”):
• CapEx invested into the following
areas is considered in the numerator
of the CapEx KPI: Buildings, Equip-
ment, Machinery, intangible assets.
b) CapEx that is part of a plan to upgrade
a Taxonomy-eligible economic activ-
ity to become Taxonomy-aligned or to
expand a Taxonomy-aligned econom-
ic activity (“category b”):
• Thrace Group does not have CapEx
for FY 2022, under this category.
c) CapEx related to the purchase of out-
put from Taxonomy-aligned econom-
ic activities and individual measures
enabling certain target activities to
become low-carbon or to lead to GHG
reductions (“category c”):
• Thrace Group does not have CapEx
for FY 2022, under this category.
Thrace Group’s CapEx can be reconciled to
our consolidated financial statements, re-
fer to sections 3.12, 3.13, 3.14 of the Annual
Financial Report 2022 (“table on changes
in intangible assets, in right-of-use assets,
in PP&E, and in investment properties”).
They are the total of the movement types
(acquisition and production costs):
• additions
• additions from business combinations
for intangible assets, right-of-use assets,
property, plant and equipment, and in-
vestment properties.
For both CapEx and OpEx KPI calculations
associated with Taxonomy-aligned eco-
nomic activities, double counting is elimi-
nated.
OpEx as referred to in the EU Taxonomy
Regulation includes expenses not eligible
for capitalization that are presented in the
consolidated income statement, such as
expenses for research and development,
building refurbishment measures, short
Page 154 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
term leases, maintenance and repairs, and
all other direct expenses resulting from the
maintenance of property, plant and equip-
ment in order to safeguard the operating
capability of taxonomy-eligible assets.
The OpEx KPI is defined as Taxonomy-
aligned OpEx (numerator) divided by our
total OpEx (denominator).
Total OpEx consists of direct non-capital-
ised costs that relate to research and de-
velopment, building renovation measures,
short-term leases as well as all forms of
maintenance and repair. This includes:
• Research and development expendi-
ture recognised as an expense during
the reporting period in our income
statement (refer to section 3.6 of the
Annual Financial Report 2022).
• The volume of non-capitalised leases
was determined in accordance with
IFRS 16 and includes expenses for
short-term leases and low-value leases
(refer to section 3.13 of the Annual Fi-
nancial Report 2022).
Maintenance and repair expenditures were
determined based on the maintenance
and repair costs allocated to our inter-
nal cost centers. The related costs can be
found in various line items in our income
statement, including production costs
(maintenance in operations), sales and dis-
tribution costs (maintenance logistics) and
administration costs (such as maintenance
of IT systems). This also includes building
renovation measures.
Key Performance Index
5
2022 Turnover CapEx OpEx
Total (in mil. €)
394.38 37.97 9.44
taxonomy - aligned (in mil. €)
154.20 21.72 3.89
% 39.1 57.2 41.1
taxonomy - eligible (in mil. €)
154.20 21.72 3.89
% 39.1 57.2 41.1
not taxonomy - eligible (in mil. €)
240.18 16.25 5.56
% 60.9 42.8 58.9
Contextual Information
Turnover KPI - Quantitative breakdown of the numerator
In the Table 3 below, a quantitative breakdown of the numerator for the turnover KPI is
presented.
Table 3: Quantitative breakdown of turnover numerator
Turnover (in mil. €)
Customer
contracts
154.20
other revenue 0
Total
154.20
5 Values for the Taxonomy aligned activity (3.6 Manufacture of other low carbon Technologies) that
substantially contributes to Climate Change Adaptation
Annual Financial Report as of 31.12.2022
Page 155 of 268
Amounts in thousand Euro, unless stated otherwise
CapEx KPI – Quantitative breakdown at the economic activity aggregated level
In FY 2022, the Taxonomy-aligned CapEx is associated with activity 3.6. In the Table 4
below, a breakdown of the amounts included in the numerator is included.
Table 4: Quantitative breakdown of the CapEx numerator
Activity 3.6 (in mil. €) Total (in mil. €)
Additions to property, plant, and equipment
21.55 21.55
Internally generated or purchased intangibles
0.11 0.11
Right - of use assets 0.06 0.06
Sum
21.72 21.72
Upgrade and expansion plan
Thrace Group’s facilities are constantly
upgraded so that they remain safe and
functional, while also meeting the Group’s
needs due to the ongoing investments in
mechanical equipment and photovoltaic
panels.
OpEx KPI – Quantitative breakdown of the
numerator
Table 5 shows the breakdown of the OpEx
numerator into its components based on
the definition of OpEx in the Disclosures
Delegated Act:
Table 5: Quantitative breakdown of OpEx
numerator
OpEx (in mil. €)
R&D costs 0.99
Maintenance
and repair
2.75
Short-term lease 0.15
Total 3.89
12.8.2 Minimum Safeguards
The Group focuses strongly on labour
topics, such as workers’ rights, health and
safety in the workplace, training, and edu-
cation of employees. It also acknowledges
the influence and opportunities created
by the Group activities in local communi-
ties. The taxonomy-alignment evaluates
the compliance with the Minimum Safe-
guards (MS).
The economic activities of Thrace Group
are carried out in alignment with:
• the OECD Guidelines for Multinational
Enterprises (OECD MNE Guidelines)
• the UN Guiding Principles on Business
and Human Rights (UNGPs), includ-
ing the principles and rights set out
in the eight fundamental conventions
identified in the Declaration of the In-
ternational Labour Organization on
Fundamental Principles and Rights at
Work
• the International Bill of Human Rights.
The scope of the MS covers the following
four topics:
• human rights (including labour and
consumer rights)
• corruption and bribery
• taxation
• fair competition
Thrace Group’s approach, to assess com-
pliance with MS, consists of two (2) stag-
es. The implementation of adequate
Page 156 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
processes for the prevention of negative
impacts is the 1
st
stage and the monitoring
of the outcomes is the 2
nd
one.
Human Rights (Including labour and
consumer rights)
Various risks can be linked to human
rights, not only in the workspace but also
in the supply chain. Thrace Group has
recognized such possible discrimination
against employees due to race, religion,
gender, nationality, beliefs, age, disability
etc., violation of the privacy of employees,
and forced child labour. There is zero tol-
erance by Thrace Group for acts of harass-
ment in the workplace, forced child labor
and any other type of discrimination. A
whistleblowing mechanism platform is
also being used. Through this platform,
anonymous or signed reports can be re-
corded. Employees can report offending
behaviors and situations, which are then
investigated by the Group.
Taxation
Thrace Group aims in producing and dis-
tributing, through its business activities
and high-performance levels both directly
and indirectly, economic value to the com-
munities in which it operates, placing spe-
cial emphasis on:
• Strengthening the economies of the
countries it operates in, through the
cash flows it generates to stakehold-
ers, namely tax payments, payments
to suppliers, salary payments to em-
ployees, dividends to shareholders
and investments in local communities.
• Meeting the needs of societies that
surround the Group facilities and are
affected by its activities.
• Creating employment opportunities
through the direct and indirect crea-
tion and maintenance of job positions
through the value chain.
Corruption and bribery
Thrace Group has identified the risk of in-
cidents of corruption and bribery through-
out its value chain. Both the Group’s in-
ternal activities and possible transactions
with its main stakeholders, such as cus-
tomers and suppliers, can assess the pos-
sible risks. The commitment to zero toler-
ance by Thrace Group towards matters of
corruption and bribery is achieved by con-
ducting its business activity with integrity
in accordance with the highest standards
of ethics and the laws in effect. Within this
framework, it has enacted and communi-
cated related principles and policies, while
setting up control mechanisms.
Thrace Group is taking preventive action
by monitoring related updates and con-
trols on an annual basis through the Inter-
nal Audit Department, for the avoidance of
corruption and bribery. Disciplinary meas-
ures are in force for the discouragement
of cases of participation in incidents of
this sort. In support of these internal pro-
cedures, the Audit Committee has been
established which is responsible for the
management and monitoring of corporate
governance issues in addition to support-
ing the Board of Directors in its duties re-
garding the financial information process,
internal control and risk management
system procedures and regulatory compli-
ance. It is also responsible for the supervi-
sion of the internal audit department and
the mandatory audit of the annual and
consolidated financial statements.
Annual Financial Report as of 31.12.2022
Page 157 of 268
Amounts in thousand Euro, unless stated otherwise
Fair Competition
Thrace Group is firmly committed to con-
ducting its business activity with integrity,
always taking into account the highest
standards of ethics and the laws in effect.
The Code of Ethics and Conduct specifies
the standards of behavior required by the
employees of the companies of the Group
in every country where the Group is oper-
ating. The basic principles of the Code are
listed:
• Business ethics
• Respect of human rights
• Diversity and equal representation
• Compliance with the laws and social norms
• Product quality
• Promotion of fair and free competition
• Avoidance of conflict of interest
• Accuracy and completeness of financial information
• Protection of corporate tangible assets
• Transparent and legitimate collaboration with the public authorities
• Realization of all transactions with integrity and protection against corruption
• Data protection and confidentiality
• Good labour relations
• Safety, health and environmental protection
• Circular economy and climate change
• Social contribution
Page 158 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
12.8.3 Annexes
Proportion of turnover from products or services associated with Taxonomy-aligned economic activi-
ties - disclosure covering year 2022
Substantial contribution citeria DNSH criteria
Economic activities (1)
Code(s) (2)
Absolut turnover (3)
Proportion of turnover (4)
Climate change mitigation (5)
Climate change adaptation (6)
Water and Marine resources (7)
Circular Economy (8)
Pollution (9)
Biodiversity and ecosystems (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water and Marine resources (13)
Circular Economy (14)
Pollution (15)
Biodiversity and ecosystems (16)
Minimum safeguards (17)
Taxonomy-aligned proportion of turnover,
year 2022 (18)
Taxonomy-aligned proportion of turnover,
year 2021 (19)
Category (enabling activity) (20)
Category (transition activity) (21)
€ % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N Percent Percent Ε T
Α. TAXONOMY ELIGIBLE ACTIVITIES
Α.1 Environmentally
sustainable activities
(Taxonomy-aligned)
Manufacture of
other low carbon
technologies
3.6 154,205,076 39.1 N/A 39.1 N/A N/A N/A N/A N/A N/A Y Y Y Y Y 39.1 Ε
Turnover of environ-
mentally sustainable
activities (Taxono-
my-aligned) (A.1)
154,205,076 39.1 N/A 39.1 N/A N/A N/A N/A N/A N/A Y Y Y Y Y 39.1 E
Α.2 Taxonomy-Eligi-
ble but not environ-
mentally sustain-
able activities (not
Taxonomy-aligned
activities)
Activity 1 %
Activity 3
Turnover of Tax-
onomy- eligible but
not environmentally
sustainable
Total (Α.1 + Α.2)
154,205,076 39.1
39.1
Ε
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
Turnover of Taxon-
omy-non-eligible
activities (B)
240,176,924 60.9
Activity 1 is Taxonomy-eligible in its entity. However, only a proportion of it is Taxonomy-aligned.
Therefore, Activity 1 may be reported under both A1 and A2. However, only the proportion re-
ported under A1 may be counted as Taxonomy-aligned in the turnover KPI of the non-financial
undertaking.
Column 21 should be filled in for transitional activities contributing to the Climate Change
Mitigation.
For activities listed under A2, columns 5 to 17 may be filled in on a voluntary basis by non-finan-
cial undertakings.
Total (Α + Β)
394,382,000 100
Annual Financial Report as of 31.12.2022
Page 159 of 268
Amounts in thousand Euro, unless stated otherwise
Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities
- disclosure covering year 2022
Substantial contribution citeria DNSH criteria
Economic activities (1)
Code(s) (2)
Absolut CapEx (3)
Proportion of CapEx (4)
("Does Not Significantly Harm")
Climate change adaptation (6)
Water and Marine resources (7)
Circular Economy (8)
Pollution (9)
Biodiversity and ecosystems (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water and Marine resources (13)
Circular Economy (14)
Pollution (15)
Biodiversity and ecosystems (16)
Minimum safeguards (17)
Taxonomy-aligned proportion of CapEx, year
2022 (18)
Taxonomy-aligned proportion of CapEx, year
2021 (19)
Category (enabling activity) (20)
Category (transition activity) (21)
€ % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N Percent
Per-
cent
Ε T
Α. TAXONOMY ELIGIBLE ACTIVITIES
Α.1 Environmetally
sustainable activities
(Taxonomy-aligned)
Manufacture of other low
carbon technologies
3.6 21,722,693 57.2 N/A 57.2 N/A N/A N/A N/A N/A Α/Α Ν Ν Ν Ν Ν 57,2 Ε
CapEx of environ-
mentally sustainable
activities (Taxonomy-
aligned) (A.1)
21,722,693 57.2 N/A 57.2 N/A N/A N/A N/A N/A Α/Α Ν Ν Ν Ν Ν 57, 2 Ε
Α.2 Taxonomy-Eligible
but not environmen-
tally sustainable ac-
tivities (not Taxonomy-
aligned activities)
Activity 1
%
CapEx of Taxonomy-
eligible but not
environmentally sus-
tainable activities (not
Taxonomy- aligned
activities) (A.2)
Total (Α.1 + Α.2)
21,722,693 57.2
57.2
Ε
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
CapEx of Taxonomy-
non-eligibleactivities (B)
16,248,307 42.8
Activity 1 is Taxonomy-eligible in its entity. However, only a proportion of it is Taxonomy-
aligned. Therefore, Activity 1 may be reported under both A1 and A2. However, only the pro-
portion reported under A1 may be counted as Taxonomy-aligned in the CapEx KPI of the non-
financial undertaking.
For activities listed under A2, columns 5 to 17 may be filled in on a voluntary basis by non-
financial undertakings.
Total (Α + Β)
37,971,000 100
Page 160 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities
- disclosure covering year 2022
Substantial contribution citeria DNSH criteria
Economic activities (1)
Code(s) (2)
Absolut CapEx (3)
Proportion of CapEx (4)
("Does Not Significantly Harm")
Climate change adaptation (6)
Water and Marine resources (7)
Circular Economy (8)
Pollution (9)
Biodiversity and ecosystems (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water and Marine resources (13)
Circular Economy (14)
Pollution (15)
Biodiversity and ecosystems (16)
Minimum safeguards (17)
Taxonomy-aligned proportion of CapEx, year
2022 (18)
Taxonomy-aligned proportion of CapEx, year
2021 (19)
Category (enabling activity) (20)
Category (transition activity) (21)
€ % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N Percent
Per-
cent
Ε T
Α. TAXONOMY ELIGIBLE ACTIVITIES
Α.1 Environmetally
sustainable activities
(Taxonomy-aligned)
Manufacture of other
low carbon technologies
3.6 3,886,470 41.1 N/A 41.1 N/A N/A N/A N/A N/A Α/Α Ν Ν Ν Ν Ν 45.2 Ε
ΟpEx of environ-
mentally sustainable
activities (Taxonomy-
aligned) (A.1)
3,886,470 41.1 N/A 41.1 N/A N/A N/A N/A N/A N/A Y Y Y Y Y 41.1 Ε
Α.2 Taxonomy-Eligible
but not environmen-
tally sustainable ac-
tivities (not Taxonomy-
aligned activities)
Activity 1
OpEx of Taxonomy-el-
igible but not environ-
mentally sustainable
activities (not Taxonomy-
aligned activities) (A.2)
%
Total (Α.1 + Α.2)
3,886,470 41.1
41.1 E
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-
eligibleactivities (B)
5,559,007 58.9
Activity 1 is Taxonomy-eligible in its entity. However, only a proportion of it is Taxonomy-
aligned. Therefore, Activity 1 may be reported under both A1 and A2. However, only the pro-
portion reported under A1 may be counted as Taxonomy-aligned in the OpEx KPI of the non-
financial undertaking.
For activities listed under A2, columns 5 to 17 may be filled in on a voluntary basis by non – fi-
nancial undertakings.
Total (Α + Β)
9,445,477 100
Annual Financial Report as of 31.12.2022
Page 161 of 268
Amounts in thousand Euro, unless stated otherwise
Abbreviation list
ATHEX ESG ESG reporting guide by the Athens Stock Exchange
BRC (Brand Reputation
Compliance)
International standard for food safety
CDP
International non-profitable organization that helps com-
panies publish their environmental impact
EcoVadis
Organization for the evaluation of companies in relation to
matters of non-financial updates and responsible business
activity
EPD (Environmental
Product Declaration)
Environmental Product Declaration
ESG (Environmen-
tal, Social and
Governance)
The environment, society and corporate governance
EuCertPlus
Certification focusing on the traceability of plastic materials
and the quality of the recycled content of the end product
FDA (Food and Drug
Administration)
International organization responsible for the protection
and promotion of public health
GRI (Global Reporting
Initiative)
International reporting standard for sustainable develop-
ment. In this report, the core option is followed.
IFS (International Food
Standard)
International standard for the certification of food safety
and quality
In the Loop Platform for the upcycling of plastic waste
ISO (International
Standardization
Organization)
International Standardization Organization
LCA (Life Cycle
Assessment)
Method for the analysis of life cycle
Nasdaq ESG
Global environmental, social and governance (ESG) report-
ing guide for public and private companies
RecyClass
Certification for the traceability of recycled content in plas-
tic products
SASB (Sustainability
Accounting Standards
Board)
International reporting standards of sustainable
development
SBTi (Science Based
Targets initiative)
International initiative that provides companies with a clear
methodology for the reduction of emissions according to
the goals set in the Paris Agreement
SDGs (Sustainable De-
velopment Goals)
Sustainable Development Goals set by the UN
TCFD (Task Force on
Climate-Related Finan-
cial Disclosures)
International initiative that develops recommendations for
more effective disclosures related to the climate change
tCO2 Greenhouse gas emissions in tons of CO2 equivalent
Page 162 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
TÜV OK Recycled
Certification scheme that specifies the requirements to
calculate the recycled content of plastic products
UNGC (UN Global
Compact)
The ten principles of the UN Global Compact
Xanthi, 24 April 2023
The Chairman of
the Board of Directors
The Chief Executive Officer &
Executive Member of
the Board of Directors
The Non-Executive Member of
the Board of Directors
Konstantinos St. Chalioris Dimitris P. Malamos Vasileios S. Zairopoulos
Annual Financial Report as of 31.12.2022
Page 163 of 268
Amounts in thousand Euro, unless stated otherwise
III. ΕΚΘΕΣΗ ΑΝΕΞΑΡΤΗΤΟΥ ΟΡΚΩΤΟΥ ΕΛΕΓΚΤΗ
ΛΟΓΙΣΤΗ
PricewaterhouseCoopers SA, T: +30 210 6874400, www.pwc.gr
Athens: 260 Kifissias Avenue & 270 Kifissias Avenue, 15232 Halandri | T:+30 210 6874400
Thessaloniki: 1
6 Agias Anastasias & Laertou, 55535 Pylaia | T: +30 2310 488880
Ioannina: 2 P
lateia Pargis (or 23 Pyrsinella), 1st floor, 45332 | T: +30 2651 313376
Patra: 2A
28is Oktovriou & Othonos Amalias, 26223 | T: +30 2616 009208
I
ndependent auditor’s report
To the Shareholders of “
Thrace Plastics Holding Company S.A.”
R
eport on the audit of the separate and consolidated financial statements
Our opinion
We have audited the accompanying separate and consolidated financial statements of “Thrace
Plastics Holding Company S.A.”
(Company and/or Group) which comprise the separate and
consolidated statement of financial position as of December 31, 2022, the separate and
consolidated statements of profit or loss and other comprehensive income, changes in equity and
cash flow statements for the year then ended, and notes to the separate and consolidated financial
statements, including a summary of significant accounting policies.
In our opinion, the consolidated financial statements present fairly, in all material respects the
separate and consolidated financial position of the Company and the Group as at 31 December
2022, their separate and consolidated financial performance and their separate and consolidated
cash flows for the year then ended in accordance with International Financial Reporting Standards,
as adopted by the European Union and comply with the statutory requirements of Law 4548/2018.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs), as they have
been transposed into Greek Law. Our responsibilities under those standards are further described in
the Auditor’s responsibilities for the audit of the separate and consolidated financial statements
section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
During our audit we remained independent of the Company and the Group in accordance with the
International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants
(IESBA Code) that has been transposed into Greek Law, and the ethical requirements of Law
4449/2017 and of Regulation (EU) No 537/2014, that are relevant to the audit of the separate and
consolidated financial statements in Greece. We have fulfilled our other ethical responsibilities in
accordance with Law 4449/2017, Regulation (EU) No 537/2014 and the requirements of the IESBA
Code.
We declare that the non-audit services that we have provided to the Company and its subsidiaries
are in accordance with the aforementioned provisions of the applicable law and regulation and that
we have not provided non-audit services that are prohibited under Article 5(1) of Regulation (EU) No
537/2014.
The non-audit services that we have provided to the Company and its subsidiaries, during the year
ended as at December 31, 2022, are disclosed in note 3.31 to the separate and consolidated
financial statements.
Page 164 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
2
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the separate and consolidated financial statements of the year under audit. These
matters were addressed in the context of our audit of the separate and consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key audit matter
How our audit addressed the key
audit matter
Provisions for Employee benefits
(Consolidated Financial Statements)
In the consolidated statement of financial
position is included an amount of €7,2 million
related to net benefit from funded defined
benefit plans of foreign components as at 31
December 2022.
The future benefits are discounted at present
value after deducting the fair value of the assets
of the funded programs. The present value of
post-employment benefit obligations is
contingent on certain factors determined on the
basis of an actuarial valuation prepared by an
independent actuary through the use of
significant assumptions.
The assumptions used to determine the net cost
of post-employment benefits include, among
others, the discount rate, inflation, and the
average annual salary increase. Any changes in
the assumptions may have a significant impact
on the accounting for post-employment benefit
accounting, making this item volatile, since it is
significantly influenced by the change in the fair
value of the assets of the funded programs.
We focused on this item due to its significant
value in the consolidated financial statements
and due to the estimates and assumptions used
by the management.
Detailed information is provided in Notes 2.18
“Employee benefits” and 3.22 "Pension
Liabilities” of the consolidated financial
statements of the Group.
• We evaluated the Group Accounting
policy for defined benefit plans.
• We investigated the matter by requesting
from the Group's management detailed
information in order to evaluate the
assumptions adopted and the data used
for the calculation of the provision.
• We performed a detailed examination
and evaluation of the actuarial valuation
prepared for the calculation of the
provision, in order to assess that it is in
line with IFRS, with an emphasis on the
reasonability of the assumptions used.
• We critically assessed the method used
and the assumptions used, as well as the
hypotheses and sources of data defined
by the management and used by the
actuary, their cohesion and consistency
compared to the previous year and we
compared these assumptions with
relative observable market information.
• We agreed on the provision for staff
benefits and the relative costs included in
the financial statements with the actuarial
valuation.
• We found that the assumptions used
were within a reasonable range and
confirmed the appropriateness of the
disclosures in the consolidated financial
statements.
• We confirmed that the relevant
disclosures in the consolidated financial
statements are adequate.
Based on our work, no exceptions identified
regarding the reasonableness of the
assumptions.
Annual Financial Report as of 31.12.2022
Page 165 of 268
Amounts in thousand Euro, unless stated otherwise
3
Impairment assessment of Goodwill
(Consolidated Financial Statements)
In the consolidated statement of financial
position as at 31 December 2022, the Group
has goodwill of € 9,7 million as stated in note
3.14 "Intangible Assets" of the financial
statements.
Following initial recognition, the Group
measures goodwill at cost less accumulated
impairment losses.
Goodwill is allocated on cash-generating units
and an impairment test is carried out annually or
more frequently if there is evidence of a
possible impairment in the book value of the
goodwill in relation to its recoverable value in
accordance with IAS 36. Impairment is
recognized directly as an expense in
consolidated profit or loss and other
comprehensive income and is not subsequently
reversed.
Management determines recoverable value of
the cash generating units as the largest amount
between the value in use and its fair value,
minus any related costs of disposal. The
calculation of the value in use of each cash-
generating unit is performed by an independent
valuer and requires management's estimation of
the assumptions about the future results of the
above cash-generating units, such as the
growth rate in perpetuity, forecasts of expected
sales quantities and prices, gross margin and
discount rates. These assumptions vary due to
the different market conditions in the countries
in which the Group operates.
We focused on this area due to the significant
value of this item in the consolidated financial
statements as well as the estimates and
assumptions used by management in the
context of performing the impairment
assessment of goodwill.
Detailed information on the impairment
assessment of goodwill is provided in notes
2.3.1.3 "Estimation on impairment of goodwill”,
2.6.1 “Goodwill”, and 3.14 "Intangible assets" of
the consolidated financial statements of the
Group.
Based on the impairment test performed by
management, there was no need to recognize
impairment loss on goodwill for the year ended
31 December 2022.
We evaluated the overall impairment test
performed by the management, including the
process of reviewing and approving value in
use models.
We performed audit procedures to confirm
that the impairment test for goodwill is
generally based on accepted policies and on
reasonable assumptions. In cooperation with
our colleagues with valuation expertise, we
performed the following audit procedures:
• We examined the key assumptions of
the Group, such as the growth rate of
the cash generating units in perpetuity,
projected sales volumes and prices, and
gross profit margins used in the
projected cash flow, comparing them
with the trends of local markets and the
assumptions used in previous years.
• We evaluated the reliability of the
forecasts used in the projected cash
flows of the management, by comparing
the actual performance against previous
forecasts.
• We found that the discount rate was
determined within an acceptable range,
assessing the cost of capital and
borrowing costs per cash-generating unit
and comparing the discount rates with
industry and market data.
• We examined the mathematical
accuracy of the cash flow models and
we agreed these with the relative
investment plans. We assessed the
impact on the value in use of the cash-
generating units of a possible change in
the key assumptions, such as growth
rates, discount rates, sales volume and
prices, and gross profit margins, and we
found that the margin between book
value and recoverable value was
adequate.
Based on the procedures performed, no
exceptions were identified regarding the
impairment test and we found that
management's assumptions and estimates
were within a reasonable range. In addition,
we confirmed the appropriateness of the
relevant disclosures in the consolidated
financial statements.
4
Other Information
The members of the Board of Directors are responsible for the Other Information. The Other
Information, which is included in the Annual Report in accordance with Law 3556/2007, is the
Statements of Board of Directors members and the Board of Directors Report (but does not include
the financial statements and our auditor’s report thereon), which we obtained prior to the date of this
auditor’s report.
Our opinion on the separate and consolidated financial statements does not cover the Other
Information and except to the extent otherwise explicitly stated in this section of our Report, we do
not express an audit opinion or other form of assurance thereon.
In connection with our audit of the separate and consolidated financial statements, our responsibility
is to read the Other Information identified above and, in doing so, consider whether the Other
Information is materially inconsistent with the separate and consolidated financial statements or our
knowledge obtained in the audit, or otherwise appears to be materially misstated.
We considered whether the Board of Directors Report includes the disclosures required by Law
4548/2018 and the Corporate Governance Statement required by article 152 of Law 4548/2018 has
been prepared.
Based on the work undertaken in the course of our audit, in our opinion:
● The information given in the the Board of Directors’ Report for the year ended at December 31,
2022 is consistent with the separate and consolidated financial statements,
● The Board of Directors’ Report has been prepared in accordance with the legal requirements of
articles 150,151,153 and 154 of Law 4548/2018,
● The Corporate Governance Statement provides the information referred to items c and d of
paragraph 1 of article 152 of Law 4548/2018.
In addition, in light of the knowledge and understanding of the Company and Group and their
environment obtained in the course of the audit, we are required to report if we have identified
material misstatements in the Board of Directors’ Report and Other Information that we obtained
prior to the date of this auditor’s report. We have nothing to report in this respect.
Responsibilities of Board of Directors and those charged with governance for the separate
and consolidated financial statements
The Board of Directors is responsible for the preparation and fair presentation of the separate and
consolidated financial statements in accordance with International Financial Reporting Standards, as
adopted by the European Union and comply with the requirements of Law 4548/2018, and for such
internal control as the Board of Directors determines is necessary to enable the preparation of
separate and consolidated financial statements that are free from material misstatement, whether
due to fraud or error.
In preparing the separate and consolidated financial statements, the Board of Directors is
responsible for assessing the Company’s and Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless Board of Directors either intends to liquidate the Company and Group or to cease
operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s and Group’s
financial reporting process.
5
Auditor’s responsibilities for the audit of the separate and consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the separate and consolidated
financial statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these separate and consolidated
financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
● Identify and assess the risks of material misstatement of the separate and consolidated
financial statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
● Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s and Group’s internal control.
● Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the Board of Directors.
● Conclude on the appropriateness of Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s and Group’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the separate and
consolidated financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company and Group to
cease to continue as a going concern.
● Evaluate the overall presentation, structure and content of the separate and consolidated
financial statements, including the disclosures, and whether the separate and consolidated
financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.
● Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the
Company and Group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence, and
where applicable, related safeguards.
6
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the separate and consolidated financial statements of
the year under audit and are therefore the key audit matters. We describe these matters in our
auditor’s report.
Report on other legal and regulatory requirements
1. Additional Report to the Audit Committee
Our opinion on the accompanying separate and consolidated financial statements is consistent with
our, as per article 11 of Regulation (EU) 537/2014 required, Additional Report to the Audit
Committee of the Company.
2. Appointment
We were first appointed as auditors of the Company by the decision of the annual general meeting
of shareholders on 12 May 2010. Our appointment has been renewed annually by the decision of
the annual general meeting of shareholders for a total uninterrupted period of appointment of 13
years.
3. Operating Regulation
"The Company has an Operating Regulation in accordance with the content provided by the
provisions of article 14 of Law 4706/2020".
4. Assurance Report on the European Single Electronic Format
We have examined the digital files of “Thrace Plastics Holding Company S.A.” (hereinafter referred
to as the “Company and/or Group”), which were compiled in accordance with the European Single
Electronic Format (ESEF) defined by the Commission Delegated Regulation (EU) 2019/815, as
amended by Regulation (EU) 2020/1989 (hereinafter “ESEF Regulation”), and which include the
separate and consolidated financial statements of the Company and the Group for the year ended
December 31, 2022, in XHTML format (213800J1QD8BIB2ICW19-2022-12-31-el.xhtml), as well as
the provided XBRL file (213800J1QD8BIB2ICW19-2022-12-31-el.zip) with the appropriate marking
up, on the aforementioned consolidated financial statements, including the other explanatory
information (Notes to the financial statements).
Regulatory framework
The digital files of the European Single Electronic Format are compiled in accordance with ESEF
Regulation and 2020 / C 379/01 Interpretative Communication of the European Commission of 10
November 2020, as provided by Law 3556/2007 and the relevant announcements of the Hellenic
Capital Market Commission and the Athens Stock Exchange (hereinafter “ESEF Regulatory
Framework”).
In summary, this Framework includes the following requirements:
• All annual financial reports should be prepared in XHTML format.
• For consolidated financial statements in accordance with International Financial Reporting
Standards, the financial information stated in the Statement of Comprehensive Income, the
Statement of Financial Position, the Statement of Changes in Equity and the Statement of Cash
Flows, as well as the financial information included in the other explanatory information, should be
marked-up with XBRL 'tags' and ‘block tag’, according to the ESEF Taxonomy, as in force. The
technical specifications for ESEF, including the relevant classification, are set out in the ESEF
Regulatory Technical Standards.
7
The requirements set out in the current ESEF Regulatory Framework are suitable criteria for
formulating a reasonable assurance conclusion.
Responsibilities of the management and those charged with governance
The management is responsible for the preparation and submission of the separate and
consolidated financial statements of the Company and the Group, for the year ended December 31,
2022, in accordance with the requirements set by the ESEF Regulatory Framework, as well as for
those internal controls that management determines as necessary, to enable the compilation of
digital files free of material error due to either fraud or error.
Auditor’s responsibilities
Our responsibility is to plan and carry out this assurance work, in accordance with no. 214/4 /
11.02.2022 Decision of the Board of Directors of the Hellenic Accounting and Auditing Standards
Oversight Board (HAASOB) and the "Guidelines in relation to the work and the assurance report of
the Certified Public Accountants on the European Single Electronic Format (ESEF) of issuers with
securities listed on a regulated market in Greece" as issued by the Board of Certified Auditors on
14/02/2022 (hereinafter "ESEF Guidelines"), providing reasonable assurance that the separate and
consolidated financial statements of the Company and the Group prepared by the management in
accordance with ESEF comply in all material respects with the current ESEF Regulatory Framework.
Our work was carried out in accordance with the Code of Ethics for Professional Accountants of the
International Ethics Standard Board for Accountants (IESBA Code), which has been transposed into
Greek Law and in addition we have fulfilled the ethical responsibilities of independence, according to
Law 4449/2017 and the Regulation (EU) 537/2014.
The assurance work we conducted is limited to the procedures provided by the ESEF Guidelines
and was carried out in accordance with International Standard on Assurance Engagements 3000,
“Assurance Engagements other than Audits or Reviews of Historical Financial Information''.
Reasonable assurance is a high level of assurance, but it is not a guarantee that this work will
always detect a material misstatement regarding non-compliance with the requirements of the ESEF
Regulation.
Conclusion
Based on the procedures performed and the evidence obtained, we conclude that the separate and
consolidated financial statements of the Company and the Group for the year ended December 31,
2022, in XHTML file format (213800J1QD8BIB2ICW19-2022-12-31-el.xhtml), as well as the provided
XBRL file (213800J1QD8BIB2ICW19-2022-12-31-el.zip) with the appropriate marking up, on the
aforementioned consolidated financial statements, including the other explanatory information, have
been prepared, in all material respects, in accordance with the requirements of the ESEF Regulatory
Framework.
25 April 2023
The Certified Auditor
PricewaterhouseCoopers SA
268 Kifissias Avenue
152 32, Halandri
Socrates Leptos - Bourgi
SOEL Reg.No 113
SOEL Reg. No. 41541
22
www.thracegroup.com
ANNUAL FINANCIAL
STATEMENTS
FOR THE PERIOD
01.01.2022 – 31.12.2022
THRACE PLASTICS CO S.A.
Page 172 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
IV. ANNUAL FINANCIAL STATEMENTS
(SEPARATE AND CONSOLIDATED)
Contents of notes
1. Information about the Group 180
2. Basis for the Preparation of the Financial Statements and Main Accounting Principles 182
2.1 Basis of Preparation 182
2.2 New standards, amendments to standards and interpretations 183
2.3 Significant Accounting Estimations and Judgments of the Group’s Management 185
2.4 Basis of Consolidation 187
2. 5 Tangible Assets 189
2.6 Intangible A ssets 190
2.7 Non-Current Assets Held for Sale 191
2.8 Impairments of Non-Financial Assets 191
2.9 Inventories 192
2.10 Cash & cash equivalents 192
2.11 Foreign Exchange Translations 192
2.12 Acquisition of Treasury Shares 193
2.13 Dividends 193
2.14 Income 193
2.15 Exp enses 194
2.16 Leases 194
2.17 Income Ta x 196
2.18 Employee Bene fits 196
2.19 Provisions 198
2. 20 Financial A ssets 198
2. 21 Financial Liabilities 200
2.22 Suppliers and Other Creditors 200
2. 23 Equit y 20 0
STATEMENTS
STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME 174
STATEMENT OF FINANCIAL POSITION 176
STATEMENT OF CHANGES IN EQUITY Group 177
STATEMENT OF CHANGES IN EQUITY Company 178
STATEMENT OF CASH FLOWS 179
Annual Financial Report as of 31.12.2022
Page 173 of 268
Amounts in thousand Euro, unless stated otherwise
3. Notes on the Financial Statements 201
3.1 Evolution and Performance of the Group 201
3.2 Discontinued Activities 203
3.3 Segment Repor ting 204
3.4 Other Operating Income 208
3.5 Other Gains / Losses 208
3.6 Analysis of Expenses (Production-Administrative-Sales & Distribution-Research &
Development) 209
3.7 Payroll Expenses 210
3.8 Other Operating Expenses 211
3.9 Financial income/(e xpenses) 212
3.10 Earnings per Share (Consolidated) 212
3.11 Income Tax 213
3.12 Property, Plant & Equipment (PP&E) 216
3.13 Leases 220
3.14 Intangible Assets 224
3.15 Other Long-Term Receivables 228
3.16 Inventories 229
3.17 Trade and other receivables 229
3.18 Cash & cash equivalents 231
3.19 Share Capital and Share Premium Reserve 232
3.20 Reserves 232
3.21 Bank Debt 233
3.22 Pension Liabilities 234
3.23 Deferred Taxes 240
3.24 Suppliers and Other Short-Term Liabilities 243
3.25 Financial Derivative Products 244
3.26 Dividend 24 4
3.27 Transactions with Related Parties 245
3.28 Remuneration of Board of Directors 248
3.29 Investments 248
3.30 Commitments and Contingent Liabilities 251
3.31 Fees of auditing firms 252
3.32 Financial risk s 252
3.33 Signif icant Events 259
3.34 Significant events after the Balance Sheet Date 265
Page 174 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022 Page 149 from 238
STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
Note
1/1 - 31/12/2022 1/1 - 31/12/2021 1/1 - 31/12/2022 1/1 - 31/12/2021
Turnover
Cost of Sales
(310,119 ) (288,280 ) (5,376 ) (5,644 )
Gross profit/(loss) - continuing operations
Other Operating Income
3.4
Selling and Distribution Expenses
3.6
(39,693 ) (35,891 ) - -
Administrative Expenses
3.6
(16,966 ) (16,742 ) (1,160 ) (930 )
Res ea rch a nd Devel opment Expenses
3.6
(2,295 ) (1,822 ) - -
Other Operating Expenses
3.8
(1,577 ) (4,594 ) (6 ) (99 )
Other gain / (losses)
3.5
Financial Income
3.9
Financial Expenses
3.9
(4,417 ) (3,728 ) (55 ) (37 )
Income from Dividends
Profit / (loss) from companies consol idated with the Equity Method
3.29
Profit/(loss) before Tax - continuing operations
Income Tax
3.11
Profit/(loss) after tax (Α) - continuing operations
Profit/(loss) after tax (Α) - discontinued operations
3.2
(35 ) 6,591 - -
Profit/(loss) after tax (Α)
Other Comprehensive Income (Loss)
Items that may be classified in the future in the statement of income
FX differences from SOFP balances translation
(4,791 ) 4,348 - -
Items that will not be classified in the future in the statement of income
Actuarial profit/(loss)
Other comprehensive income after taxes (B) - continuing operations
Items that may be classified in the future in the statement of income
FX differences from SOFP balances translation
Items that will not be classified in the future in the statement of income
Actuarial profit/(loss)
Other comprehensive income after taxes (B) - discontinued operations
Items that may be classified in the future in the statement of income
FX differences from SOFP balances translation
(4,480 ) 4,443 - -
Items that will not be classified in the future in the statement of income
Actuarial profit/(loss)
Other comprehensive income after taxes (B)
Total comprehensive income / (loss) after taxes (A) + (B) - continuing operations
Total comprehensive income / (loss) after taxes (A) + (B) - discontinued operations
Total comprehensive income / (loss) after taxes (A) + (B)
Group
(648 )
(839 )
Operating Profit /(loss) before interest and tax - continuing operations
(16 )
(5,798 )
(18,054 )
(1,604 )
Company
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
Annual Financial Report as of 31.12.2022
Page 175 of 268
Amounts in thousand Euro, unless stated otherwise
STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME (continues from previous page)
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022
Page 150 from 238
STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME (continues from previous page)
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
Continuing operations
1/1 - 31/12/2022 1/1 - 31/12/2021 1/1 - 31/12/2022 1/1 - 31/12/2021
Profit / (loss) after tax
Attributed to:
Equity holders of the parent
Non controlling interest
Total comprehensive income / (loss) after taxes
Attributed to:
Equity holders of the parent
Non controlling interest
Discontinued operations
Profit / (loss) after tax
Attributed to:
Equity holders of the parent
(35 ) 6,591 - -
Non controlling interest
Total comprehensive income / (loss) after taxes
Attributed to:
Equity holders of the parent
Non controlling interest
Total Operations
Profit / (loss) after tax
Attributed to:
Equity holders of the parent
Non controlling interest
Total comprehensive income / (loss) after taxes
Attributed to:
Equity holders of the parent
Non controlling interest
Profit/(loss) allocated to shareholders per share - continuing operations
Number of shares
Earnings/(loss) per share
3.10
Profit/(loss) allocated to shareholders per share - discontinued operations
Number of shares
Earnings/(loss) per share
3.10
(0.0008 ) 0.1520
Profit/(loss) allocated to shareholders per share
Number of shares
Earnings/(loss) per share
3.10
Group
Company
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
Page 176 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022
Page 151 from 238
STATEMENT OF FINANCIAL POSITION
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
Note
31/12/2022 31/12/2021 31/12/2022 31/12/2021
ASSETS
Non-Current Assets
Property Plant and Equipment
3.12 169,218 153,848 302 327
Rights-of-use assets
3.13 2,521 3,051 222 344
Investment property
Intangible Assets
3.14 10,357 10,539 148 262
Investments in subsidiaries
3.29 - - 73,858 73,858
Investments in joint ventures
3.29 19,921 18,012 3,819 3,819
Net benefit from funded defined benefit plans
3.22 7,169 - - -
Other l ong term recei va bl es
3.15 132 5,001 39 1,156
Deferred tax as s ets
3.23 357 380 119 113
Total non-Current Assets
Current Assets
Inventori es
3.16 76,415 71,835 - -
Income tax prepaid
Tra de recei vables
3.2 64,769 64,547 55 309
Other debtors
3.17 11,945 14,359 4,105 7,003
Financial derivative products
3.25 284 - - -
Cash and Cash Equivalents
3.18 39,610 63,240 1,427 137
Total Current Assets
TOTAL ASSETS
EQUITY AND LIABILITIES
Equity
Share Capital
3.19 28,869 28,869 28,869 28,869
Sha re premium
3.20 21,524 21,524 21,644 21,644
Other res erves
3.20 20,992 23,496 12,291 12,605
Retained earnings
Total Shareholders' equity
Non controlling interest
Total Equity
Long Term Liabilities
Long Term Debt
3.21 31,641 33,610 - -
Liabilities from leases
3.13 1,470 2,061 76 208
Provi s i ons for Empl oyee Benefits
3.22 1,385 3,499 79 79
Other provisions
Deferred Tax Liabilities
3.23 9,660 6,742 - -
Other Long Term Liabilities
Total Long Term Liabilities
Short Term Liabilities
Short Term Debt
3.21 26,989 17,393 1,022 1,519
Liabilities from leases
3.13 967 914 147 139
Income Ta x
Suppliers
3.24 40,630 55,441 295 1,046
Other short-term liabilities
3.24 22,970 28,995 1,332 1,606
Total Short Term Liabilities
TOTAL LIABILITIES
TOTAL EQUITY & LIABILITIES
Company
Group
STATEMENT OF FINANCIAL POSITION
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
Annual Financial Report as of 31.12.2022
Page 177 of 268
Amounts in thousand Euro, unless stated otherwise
STATEMENT OF CHANGES IN EQUITY
Group
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022
Page 152 from 238
STATEMENT OF CHANGES IN EQUITY
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
Transfers
Balance as at 31/12/2022
Balance as at 31/12/2021
Other changes
Retained
earnings
Balance as at 01/01/2021
Share
Capital
FX translation
reserves
Changes during the period
Share
Premium
Non
controlling
interest
Other Reserves
Treasury
shares
reserves
Profit / (losses) for the period
Purchase of treasury shares
Dividends
Other changes
Other comprehensive income
Total
Total Equity
Formati on of statutory reserve
Attributed to the shareholders of the Parent Company
Changes during the period
Formati on of statutory reserve
Other comprehensive income
Balance as at 01/01/2022
Profit / (losses) for the period
Transfers
Dividends
Purchase of treasury shares
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
Page 178 of 268
Annual Financial Report as of 31.12.2022
Amounts in thousand Euro, unless stated otherwise
STATEMENT OF CHANGES IN EQUITY (continues from previous page)
Company
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022
Page 153 from 238
STATEMENT OF CHANGES IN EQUITY (continues from previous page)
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
Company
Other changes
Other comprehensive income
Dividends
Profit / (losses) for the period
Purchase of treasury shares
Changes during the period
Profit / (losses) for the period
Balance as at 31/12/2022
Dividends
Balance as at 31/12/2021
Formati on of statutory reserve
Balance as at 01/01/2022
Purchase of treasury shares
Other changes
Changes during the period
Formati on of statutory reserve
Other comprehensive income
Total Equity
Treasury shares
reserves
FX translation
reserves
Retained earnings
Balance as at 01/01/2021
Share Capital
Share Premium
Other Reserves
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
Annual Financial Report as of 31.12.2022
Page 179 of 268
Amounts in thousand Euro, unless stated otherwise
Amounts in Euro thousand, unless stated otherwise
Annual Financial Report as of 31.12.2022
Page 159 from 238
STATEMENT OF CASH FLOWS
The accompanying notes that are presented in pages 152-237 form an integral part of the present Financial Statements
1/1 - 31/12/2022 1/1 - 31/12/2021 1/1 - 31/12/2022 1/1 - 31/12/2021
Cash flows from Operating Activities
Profit before Taxes and Non controlling interest - continuing
operations
Profit before Taxes and Non controlling interest - discontinued
operations
(16 ) 6,597 -
Plus / (minus) adjustments for:
-
Deprecia ti on
Provisions
(1,262 ) 2,208 (111 )
Grants
(71 ) (148 ) -
FX di fferences
(709 ) (195 )
(Gain)/loss from sale of property, plant and equipment
(41 ) (7,426 ) (8 ) -
Income from dividends
(13,478 ) (15,006 )
Impai rment of fi xed ass ets
Interes t & s imi l a r (i ncome) / expens es
(2,136 ) 2,651
(Profit) / loss from companies consolidated with the Equity
method
(2,525 ) (2,770 )
Operating Profit before adjustments in working capital
(417 )
(Increase)/decrease i n recei vables
(1,431 ) (9,547 ) 241
(1,329 )
(Increase)/decrease i n inventori es
(5,590 ) (15,653 ) -
Increas e/(decreas e) i n l i abi li ti es (a pa rt from banks-taxes )
(19,359 ) 24,770 (920 ) 322
Cash generated from Operating activities
Interes t Pai d
(1,790 ) (1,781 ) (41 )
Other financial income/(expenses)
Taxes paid
(9,218 ) (17,458 ) (1 ) (1 )
Cash flows from operating activities (a)
Investing Activities
Proceeds from sales of property, plant and equipment and
intangible assets
Cash collection from the sale of Thrace Linq property
Interes t recei ved
Divi dends received
Purchase of property, plant and equipment and intangible
ass ets
(37,852 ) (30,306 ) (51 ) (22 )
Investment grants
Cash flow from investing activities (b)
(36,502 ) (24,999 ) 11,100 13,985
Financing activities
Proceeds from loans
Purchase of treasury shares
(1,020 ) (1,505 ) (1,020 ) (1,505 )
Repayment of loans
(37,619 ) (44,926 ) (1,500 ) (960 )
Payments for l eases
(949 ) (4,206 ) (124 ) (158 )
Dividends paid
(7,100 ) (11,632 ) (6,986 ) (11,457 )
Cash flow from financing activities (c)
Net increase /(decrease) in Cash and Cash Equivalents
(22,476 ) 20,885 1,290 (26 )
Cash and Cash Equivalents at beginning of period
3.18
Effect from changes in foreign exchange rates on cash reserves
(1,154 ) 1,531 - -
3.18
Group
Company
Cash and Cash Equivalents at end of period
STATEMENT OF CASH FLOWS
The accompanying notes that are presented in pages 182-270 form an integral part of the present Financial
Statements
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• 2020 Amendment ‘Classification of
• 2022 Amendments ‘Non-current li-
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• The assets and liabilities for each state-
• Revenues and expenses are converted
• The extracted foreign exchange differ-
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• at amortized cost
• at fair value through other compre-
• at fair value through profit or loss
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3.31 Fees of auditing firms
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• Impairment
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• Reduced demand for products in the
• Low demand for products related to
• Decreased demand for most of the
• Steady demand for products related
• Almost zero demand for products re-
• Reduction in the cost of raw materials.
• Strong pressures for decreases on
• Reduction of customer inventories
• Significantly increased energy costs in
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• Steadily rising transport costs, with
• Significantly increased cost of raw ma-
• Gradually increase of interest rates
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group.com/gr/en/general-meetings/
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V. ONLINE AVAILABILITY OF
