Corporate Governance Program

The Board of Directors of Sopharma AD adheres to the Good Corporate Governance Program, which is in line with the effective regulation, the internationally recognized good corporate governance standards and the Bulgarian National Corporate Governance Code.

The PRINCIPLES on which the Program framework is based are:

1. Protect the rights of Shareholders;
2. Ensure equitable treatment of all Shareholders, regardless of the shares held by them;
3. Recognize the rights of the interested parties and promote cooperation between the Company and the stakeholders;
4. Ensure timely and accurate disclosure on all matters relating to the Company, including financial position, performance, ownership and management of the Company;
5. Support the strategic management of the Company, the control on the activity of the Board ofDirectors and its accountability to the Company and the Shareholders.

The Program is updated timely when a change in circumstances or in corporate strategy occurs.

The AIMS of the Program are

1. Introduction and application of the principles for good corporate governance.
2. Facilitating the decision making by the Board of Directors on the short and long term development of the Company based on mutual benefit, common interests and striving to achieve the objectives of the Company.
3. Supporting communication and increasing the level of information security for Shareholders, analysts and the financial media.
4. Improvement of processes related to information disclosure.
5. Increasing the confidence of Shareholders, Investors and all persons interested in the management of the Company and its development.
6. Promotion and respect for high ethical principles in order to approach the global standards of good corporate governance.

Sopharma periodically discloses information about corporate governance in accordance with the "comply or explain" principle. In the event of non-compliance with the recommendations of the Code we provide an explanation.

On 3 September 2009 Mr. Ognian Donev, Executive Director of Sopharma AD, was elected member of the newly established Bulgarian National Committee on Corporate Governance.

It was established under the auspices of the Financial Supervision Commission and the Bulgarian Stock Exchange, with support from the World Bank and the International Finance Corporation (IFC) and aims to continually monitor compliance by companies of the National Code of Corporate Governance.

The Commission will also propose changes to the relevant legislation in the Code itself.