How we decide
How we decide
The Hellenic Financial Stability Fund (HFSF) was established in July 2010 (under Law 3864/2010) as a private legal entity and is not part of the public sector. It has administrative and financial autonomy, operates exclusively under private sector rules and is subject to the provisions of the applicable founding law.
HFSF objective is to contribute to the maintenance of the stability of the Greek banking system in the public interest as well as the effective disposal of shares or other financial instruments held by credit institutions, which is based on a divestment strategy with a specific time horizon of definite and full implementation, which in principle does not extend beyond the Fund’s termination, namely 31.12.2025. The first and most important rule in carrying out these objectives is transparency and respect to the laws. The Fund complies with the obligations arising from or in connection with the Master Financial Facility Agreement of 15.3.2012, draft of which ratified by Law 4060/2012 and the Financial Facility Agreement of 19.8.2015, draft of which ratified by Law 4336/2015; thus, it is authorized to take all necessary measures to fully comply with these obligations and to fulfil them entirely.
The decisions that the HFSF will have to make from time to time, fall on different departments, depending on the nature of the decision itself.
The Board of Directors’ decisions
The Board of Directors decides on its own initiative or on a proposal from the Executive Board on the matters listed below and is entrusted with the supervision of the proper functioning and fulfilment of the Fund’s objectives. In this respect, the tasks of the Board of Directors are to:
- Remain informed by the Chief Executive Officer for his/her actions and supervise his/her compliance with the founding Law and specifically with the principles of Article 2 of HFSF Law.
- Decide on matters relating to the provision of capital support, the exercise of voting rights and the disposal of HFSF's shareholdings.
- Approve the general policy, statutes, internal rules and organizational structure (IROS) for the management and operation of the HFSF, including the Code of Conduct for its members, the policy on conflicts of interest and insider trading, and the policy on information barriers.
- Approve the appointment of the HFSF’s senior management, including Chief Financial Officer, Chief Legal Counsel, Chief Risk Officer, Chief Investment Officer, Director of Portfolio Management, Head of Internal Audit and Head of Human Resources, as well as the HFSF’s Representative on the Boards of Directors of Banks.
- Approve the General Conditions of Employment for HFSF staff and the remuneration policy which must be competitive in order to attract and retain high quality and competent candidates. When approving the remuneration policy, the Board of Directors must take into account the level of remuneration of staff with similar qualifications in the Greek banking system.
- Approve the annual budget of the HFSF, the annual report, other formal reports as well as the financial statements of the HFSF, and the appointment of the external auditors of the HFSF.
- Approves the establishment of one or more advisory bodies, determines the terms and conditions for the appointment of their members and determines the terms of reporting to those bodies.
- Adopt the Rules of Procedure for the Board of Directors and the Procurement Regulation of the HFSF, which regulates the procurement of goods and services for any procurement that falls within the values provided for in Article 23, par. 2 case I.a and par. 4 of Law 4281/2014, as an exception to the relevant provisions and subsequent procurement rules of the said Law.
- Set up one or more committees composed of members of the Board of Directors and/or other persons and define their responsibilities.
- Make the decisions and exercise the other powers and functions expressly granted to the Board of Directors by the founding law, or by any other law.
- Represent the Fund, through its Chairman, on Court and off-Court, and bind it before third parties, except for the acts, for which the Fund is represented by the Chief Executive Officer.
- Approves the divestment strategy, following a relevant recommendation by the Chief Executive Officer, and actively and systematically monitor its timely and effective implementation.
The CEO is responsible for the preparation of the Fund’s work, the implementation of the decisions of the competent bodies and the execution of the acts required for the administration and operation, as well as the fulfillment of the purpose of the Fund.
In particular, the Chief Executive Officer has the following powers and responsibilities:
- To make proposals to the Board of Directos on the matters decided by them.
- To implement the decisions of the Board of Directors, whether based on a respective proposal by him/her or not.
- To take all measures necessary for the management or operation of the Fund. This includes the powers and responsibilities of the Fund (Article 2 of Law 3864/2010), the procurement of goods and services, the entering into contractual obligations on behalf of the HFSF, the appointment of the staff and advisors of the Fund and the general representation of the HFSF.
- To delegate powers to one of its members or to the HFSF staff in accordance with the conditions adopted by the Board of Directors or the Fund’s officials and by taking particular care to avoid conflicts of interest.
- To exercise every power and duty that is expressly provided by this law or the legislation in force.
- To represent the HFSF on and off-court and bind it vis-a-vis third parties for the actions mentioned in the specific paragraph.
- To prepare on a quarterly basis or in case of emergency, whenever required due to unforeseen developments, a report on the implementation of the divestment strategy of article 8, which, after its approval by the Board of Directors, is sent to the Ministry of Finance.
- Acts of representation of the Fund by the Chief Executive Officer according to the above can, by decision of the Chief Executive Officer, be assigned to the executive members of the Board of Directors acting jointly. The Chief Executive Officer is held accountable to the Board of Directors for the execution of his decisions and for the monitoring of the administration and the operations of the Fund. In case of any impediment or absence, the Chief Executive Officer shall be replaced by an executive member of the Board of Directors.
Any power given to the Fund under this or any other law, are considered granted to the Board of Directors, unless expressly reserved for the Chief Executive Officer.
Following the amendment of Law 3864/2010 by Law 4941/2022 (A ‘113/16.06.2022), the Board of Directors as the governing body of the Fund will replace the existing governing bodies (General Council and Executive Board) as of 16 July 2022.