Board of Directors' Committees

Currently, the Board of Directors of EFKO FOODS PLC has two committees: the Audit Committee and the Remuneration and Nomination Committee, formed at the Board of Directors' Meeting on 7 September 2012, pursuant to the requirements and provisions of the Charter. Comprised of Directors and chaired by Independent Directors, the committees shall carry out preliminary examination of major issues and submit their recommendations to the Board of Directors for subsequent decision-making. The committees shall work during their terms in accordance with pre-approved plans, as well as any instructions given to them by the Board of Directors. Below is a brief outline of the committees’ powers.

Audit Committee

The Audit Committee was formed pursuant to the UK Corporate Governance Code, requiring that formal and transparent arrangements be made for considering how the Board of Directors should apply the corporate reporting, risk management and internal control principles and for maintaining an appropriate relationship with the Company's Auditors.

The Committee is comprised of: Mr Alexander Kutyreff, Mr Martin Robert Cocker, and Mr Evgeny Lyashenko. The Committee is currently chaired by Independent Director Alexander Kutyreff.

The Audit Committee assists the Board of Directors in exercising control over the completeness and reliability of financial and other reporting data, monitoring its preparation and submission, the performance of the internal control system and the internal audit system, the risk management system, and the procedures ensuring the Company's compliance with the applicable laws, the Charter and other internal documents.

The Audit Committee's functions and procedures are set forth by the Regulation on the EFKO FOODS PLC Board of Directors Audit Committee.

Remuneration and Nomination Committee

The Remuneration and Nomination Committee was formed pursuant to the UK Corporate Governance Code, requiring that formal and transparent procedures be established for the appointment of new Directors to the Board of Directors and for developing policy on executive remuneration and remuneration packages of individual Directors.

The Committee is comprised of: Ms Inna Vitenko, Mr Evgeny Lyashenko, and Mr Vladislav Romantsev.

The Remuneration and Nomination Committee works to enhance the efficiency and performance of the Company's Board of Directors through preliminary consideration of matters within the competence of the Board of Directors and by preparing recommendations to the Board of Directors concerning the selection and assessment of candidates to the Company's managing bodies and their respective remuneration.

The Committee helps attract and motivate competent professionals within the Company.

The Remuneration and Nomination Committee's functions and procedures are set forth by the Regulation on the EFKO FOODS PLC Board of Directors Remuneration and Nomination Committee.