Loulis Food Ingredients S A : Audit Committee 2022 Annual Report

Audit Commitee 2022 Annual Report of the listed company "LOULIS FOOD INGREDIENTS S.A." (henceforth "Company")

General Commercial Registry Number: 50675444000

1. Introduc�on

The purpose of this report is to inform the General Mee�ng of Shareholders about the ac�ons of the Audit Commitee during the period 01/01/2022 - 12/31/2022.

2. Scope

The main purpose of the Audit Commitee is to assist by providing support to the Board of Directors and assurance to shareholders by crea�ng the condi�ons for an effec�ve Corporate Governance system, which includes an efficient internal control system with the opera�on of the internal audit, risk management and compliance unit.

The Commitee in par�cular:

1. informs the Board of Directors about the result of the statutory audit,
2. monitors the financial repor�ng process,
3. monitors the effec�veness of the internal control system,
4. monitors the statutory audit of the annual and consolidated financial statements,
5. supervises and monitors the independence of cer�fied public accountants or audit firms,
6. is responsible for the selec�on process of cer�fied public accountants or audi�ng firms. The responsibili�es and du�es of the Audit Commitee are defined in paragraph 3 of ar�cle 44 of Law 4449/2017, as well as by the decisions of the Capital Market Commission and are thoroughly described in the Audit Commitee Charter, which is posted on the company's website.

3. Members and term

The company's audit commitee is an independent commitee, which consists of a non- execu�ve member of the Board of Directors and third part members.

Specifically, the chairman of the Audit Commitee is Mr. Andreas Koutoupis, an independent member, not a member of the Board of Directors and the other two members of the Audit Commitee are Mrs. Elisavet Kapelanou-Alexandri, independent non-execu�ve vice- chairwoman of the Board of Directors and Mr. Konstan�nos Kontochristopoulos, an independent member, non-member of the Board of Directors.

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The Audit Commitee met 11 �mes during 2022 and during the mee�ngs of the Commitee all its members were present, while all decisions were taken unanimously. Minutes were kept for each mee�ng, which were signed by all members of the Audit Commitee. We note that, in addi�on to the mee�ngs, the members of the Audit Commitee are in regular contact with each other, with the Company's statutory auditor, with the Company's internal auditor and in general with its management, in the context of the performance of their du�es in accordance with the Regula�on (EU) 537/2014, ar�cle 44 of law 4449/2017, decision 1302/2017 of the Capital Market Commission and in general the current legisla�on.

4. Audit Commitee Mee�ngs

During its mee�ngs, the Audit Commitee briefly dealt with the following:

4.1 Statutory Audit

• Reviewed and examined the process of carrying out the statutory audit of the annual financial statements of the Company and the Group for the year 2021 and the review of the first half of 2022, as well as the content of the statutory auditor's reports, while mee�ng with its statutory auditor before the beginning of the audit procedures in order to be informed and examine the audit plan of the external auditors, as well as a�er the comple�on of the audit and before the publica�on of the financial statements of the company and the consolidated statements to discuss any findings.
• Examined the audit design, �ming, audit approach, audit scope, material size determina�on method, significant audit maters, key audit maters and risks that could have an impact on the audit process financial informa�on and informed the Company's Board of Directors about the result of the statutory audit.
• Confirmed the independence of the statutory auditor. The audit firm BDO declared in wri�ng its independence, as well as the independence of its execu�ves involved in the statutory audit.
• Confirmed that the condi�ons for changing the cer�fied public accountant for the regular audit of the financial year were not met and proposed the re-elec�on of the audit firm BDO.
• Reviewed all the fees of the external auditors for the audit work, carried out and confirmed compliance with the provisions of European Regula�on 537/2014. No non-audit work was performed by BDO.

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4.2 Financial informa�on

• Reviewed and evaluated the Financial Informa�on dra�ing process followed by the Company when issuing the annual and six-monthly financial statements and informed the Board of Directors accordingly.
• Reviewed the published informa�on regarding the Company's main risks and uncertain�es in rela�on to financial informa�on.
• Held mee�ngs with the financial managers of Group companies, the internal audit manager, the IT manager and other execu�ves of the Company and was informed about important issues, such as the work plan of the IT department, the pending legal cases of the Group and related forecasts.
• Recommended to the Board of Directors, the half-yearly and annual financial statements based on the results of the audit work of the external auditors, the internal audit manager and the above mee�ngs.

4.3 Internal control system

• Studied and approved the annual internal audit plan, designed on the main risks faced by the Group's companies.
• Worked with the Internal Auditor and monitored the implementa�on of the annual audit plan, through the quarterly reports of the Internal Audit department.
• Reviewed and evaluated the work of the Internal Audit Unit in terms of the adequacy and effec�veness of the audit carried out, was informed of all audits carried out within the period under review, their findings, correc�ve ac�ons agreed with senior management and informed the Board of Directors about this, while also monitoring the implementa�on of the correc�ve ac�ons of the internal audit findings.
• Evaluated methods used by the Company to iden�fy and monitor the company's key
  risks.
• Monitored the Company's compliance process with the requirements of the Corporate Governance Law 4706/2020 through the work of the Internal Audit Unit as well as mee�ngs with the relevant execu�ves of the Group and the execu�ves who dealt with the specific project.
• Monitored compliance with applicable laws and regula�ons, including internal corporate policies.

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• Evaluated the bids of the companies that submited a bid for the evalua�on of the internal control system based on the respec�ve policy and chose the most appropriate bid, which met both qualita�ve and financial criteria.
• Confirmed the independence of the auditor for the evalua�on of the company's internal control system. The audi�ng company SOL declared in wri�ng its independence, as well as the independence of its execu�ves involved in the respec�ve audit.

4.4 Bylaws

The company's Bylaws were updated, and the audit commitee examined and approved the revision of the Company's Bylaws in accordance with minutes 83/26.12.2022, while a summary of the Regula�ons is also available on the corporate website.

4.5 Sustainable Development Policy

The Company, emphasizing its sincere commitment to the principles of Corporate Responsibility and Sustainable Development, dra�ed a Sustainability Policy approved by the Board of Directors. The policy covers all ac�vi�es of the Company and the Group and binds the Company and all its subsidiaries.

The Company reference to the Sustainability Policy that it implements, seeks over �me to create value for those involved with the company, i.e., shareholders, members of the Board of Directors, Execu�ves, other employees, customers, suppliers, Banks, the Public, society and other social groups that interact with the company.

To achieve this goal, the company places par�cular emphasis on, among other things, the training and development of human resources, health, and safety at work, as well as the protec�on of the environment, following the principles of sustainable opera�on and development.

The Sustainability Policy of the Company reflects the approach and commitment of the Management to the issues of sustainable development and responsible opera�on. Responsible opera�on is a con�nuous commitment to substan�al management, to generate value for all involved with the company that meets the modern needs of society and contributes to its overall prosperity. The company has a specific strategy, which focuses on the important issues related to its ac�vity and seeks its con�nuous responsible development, focusing on the cri�cal pillars of ESG business responsibility, namely, Environment, Society, Governance. Sustainability Policy is an integral part of the Company's business prac�ce model

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and culture. In the context of the implementa�on of Sustainability Policy, the Company develops ac�vi�es, among others, in the following areas:

a) Health and safety of employees and products produced.

The Company has set as a non-nego�able priority and primary concern about the protec�on of health and safety of its staff. In the context of implemen�ng this priority, the Company has established every best interna�onal prac�ce that contributes to the strengthening and improvement of the safety culture and the achievement of the goal for "zero accidents" and at the same �me organizes training programs, both about understanding of the risks in the produc�on process and to cul�vate a common sense and safety behavior among employees. Promo�ng the protec�on of health, the Company treats the current situa�on, regarding the COVlD-19 pandemic, with due seriousness, aiming at the health and safety of the employees. Regarding its products, the company has adopted the following policies to ensure the health and safety of its products in the framework of the Product Excellence strategy:

• Quality Policy
• Food Safety Management Policy

1. Training and development of human resources

The Company recognizes the decisive contribu�on of the staff in its successful business path so far. Great experience, high specializa�on, know-how and crea�vity of the staff support the course of the Company to a stable, dynamic, and con�nuous development. The Company poses great importance to the objec�ve evalua�on of the staff, to the emergence and development of talents, as well as to its con�nuous training, designing, and implemen�ng high value-added training programs, which are based on structured methodology, selected subjects and training materials that meet specific needs and cover a wide range of knowledge fields. The Company encourages professional development and u�lizes the knowledge and skills of the staff, while in the culture of the company there is a tendency to fill vacancies with internal movements. In the year 2022, educa�onal programs were implemented giving the opportunity to par�cipants to take part and reap the benefits of learning provided by highly qualified trainers. Some of these programs were implemented on a recurring basis.

The Company, wan�ng to embrace and accept diversity has signed the Diversity Charter as part of its commitment to its promo�on, suppor�ng its long-term effort to be a fair employer, giving equal opportuni�es to all, without discrimina�on. Equality and same treatment of all employees is a non-nego�able priority.

c) Social responsibility

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