Principles of Corporate Governance - X

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The Board of Governance
Responsibilities
PRINCIPLE 1: Establishing a competent board
RECOMMENDATION: The board must be qualified in a
qualifications to be effectively participate in different activities
and trainings. The board should have an ability to commit risk.
PRINCIPLE 2: Establishing clear roles and responsibility of
the board
RECOMMENDATION: Their responsibilities and roles
what are their limits as board directors and when they are
interacting with their employees. They must know how to
recruit, supervise, retain, evaluate and compensate the
managers.
PRINCIPLE 3: Establishing board committees
RECOMMENDATION: The qualified board of committees
is able to perform its duties and responsibilities with integrity
and transparency.
PRINCIPLE 4: Fostering commitment
RECOMMENDATION: The directors must be dedicated in
their work and giving his time and effort to fulfil his/her duties
as a director of a company. They must be actively participated
in an important events of a company.
PRINCIPLE 5: Reinforcing board independence
RECOMMENDATION: The board of directors must check
and update if the independent directors can fulfil their duties
and if they possess the necessary qualifications.
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PRINCIPLE 6: Assessing board performance
RECOMMENDATION: The board must have an evaluation
to know if they exceed in the performance or if they needs an
improvement in their performance.
PRINCIPLE 7: Strengthening board ethics
RECOMMENDATION: The board must ensure that they
are providing a proper and efficient implementation according to
their Code of Business Conduct and Ethics especially in their
internal policies.
DISCLOSURE AND TRANSPARENCY
PRINCIPLE 8: Enhancing company disclosure policies and
procedures
RECOMMENDATION: The board should check if their
information was relevant and accurate on the performance of
their company.
PRINCIPLE 9: Strengthening the external auditor’s
independence and improving audit quality
RECOMMENDATION: The appointment, reappointment
and removal of the external auditor by Board’s approval and
shareholder meetings are actions regarded as good practices.
Principle 10: Increasing focus on non-financial and
sustainability reporting
RECOMMENDATION: The board should determine the
long-term viability and competitiveness to respond the
sustainability challenge of their disclosure for their
shareholders.
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Principle 11: Promoting a comprehensive and cost efficient
access to relevant information
RECOMMENDATION: The manner of the board in
disseminating an information to their users relevant and
accurate as the content that their users needed.
INTERNAL CONTROL SYSTEM AND RISK
MANAGEMENT FRAMEWORK
PRINCIPLE 12: Strengthening the internal control system
and risk management systems
RECOMMENDATION: The board should be adequate
and have an effective internal control for their system and
embodies management oversight and have an assessment
control in their activities information.
Cultivating a synergies relationship
with shareholders
PRINCIPLE 13: Promoting shareholder and member rights
RECOMMENDATION: The board should encourage
active shareholder participation by making the result of the
votes taken during the meetings publicly available in the next
working day.
Duties of Shareholders
PRINCIPLE 14: Respecting rights of stakeholders and
effective redress for violation of stakeholders rights
RECOMMENDATION: The board should perform
regularly and consulting and have an advisory services related
to governance and control as appropriate in their organization.
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They need to have a monitoring and evaluation in the
governance process.
PRINCIPLE 15: Encouraging employee’s participation
RECOMMENDATION: The board should established
practices and procedures covering the health, safety and
welfare and reward or compensation for employees for them to
encourage to perform better and motivates them to take
dynamic role in the corporation.
PRINCIPLE 16: Encouraging sustainability and social
responsibility
RECOMMENDATION: The company should value chain
consists of inputs to the production process, the production
process itself and the resulting output. The company plays an
indispensable role alongside the government and civil society
in contributing solutions to complex global challenges.

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