Directors’ governance overview continued Board and Committee meeting attendance Details of Board and Committee meeting attendance in 2018 are as follows: Audit Nomination Remuneration Risk Members Board Committee Committee Committee Committee Neil Janin* 6/6 scheduled n/a 2/2 scheduled 3/3 n/a 3/3 ad hoc 3/3 ad hoc Alasdair Breach* 6/6 scheduled n/a 2/2 scheduled 3/3 3/3 3/3 ad hoc 3/3 ad hoc Tamaz Georgadze* 6/6 scheduled 3/3 scheduled 2/2 scheduled 3/3 3/3 3/3 ad hoc 1/1 ad hoc 3/3 ad hoc Kaha Kiknavelidze1 6/6 scheduled n/a 2/2 scheduled n/a 3/3 2/2 ad hoc Hanna Loikkanen* 6/6 scheduled 5/5 scheduled 2/2 scheduled n/a n/a 3/3 ad hoc 1/1 ad hoc 3/3 ad hoc Véronique McCarroll*2 2/2 scheduled n/a 1/1 scheduled n/a 1/1 2/2 ad hoc 2/3 ad hoc Jonathan Muir*3 5/6 scheduled 5/5 scheduled 2/2 scheduled n/a 3/3 3/3 ad hoc 1/1 ad hoc 3/3 ad hoc Cecil Quillen* 6/6 scheduled 5/5 scheduled 2/2 scheduled 3/3 n/a 3/3 ad hoc 1/1 ad hoc 3/3 ad hoc Andreas Wolf*4 2/2 scheduled 2/2 scheduled 1/1 scheduled n/a n/a 2/2 ad hoc 3/3 ad hoc * Denotes Independent Director Notes: 1Stepped down from the Board on 28 January 2019. 2Appointed to the Board on 1 October 2018. 3Stepped down from the Risk Committee on 31 December 2018. Mr Muir was unable to attend one Board meeting due to a prior commitment, however, he provided full comments on the material discussed to the Board ahead of the meeting. 4Appointed to the Board on 1 October 2018. Board size, composition, tenure and independence We consider that a diversity of skills, backgrounds, knowledge, experience, geographic location, nationalities and gender is important to effectively govern the business. The Board and its Nomination Committee will work to ensure that the Board continues to have the right balance of skills, experience, independence and knowledge necessary to discharge its responsibilities in accordance with the highest standards of governance. Alasdair Breach Hanna Loikkanen Independence: Y Independence: Y Jonathan Muir Independence: Y Véronique McCarroll Archil Neil Janin Independence: Y Gachechiladze Independence: Y Independence: N Tamaz Georgadze Cecil Quillen Independence: Y Independence: Y Andreas Wolf Independence: Y 106 Annual Report 2018Bank of Georgia Group PLC