Elements of Corporate Governance

1
 Good Board Practices

• Clearly defined roles and • Appropriate Board Procedures.

authorities.

• Duties and responsibilities of • Director Remuneration in line

Directors understood.
with best practice.
• Board is well structured.

• Appropriate composition and mix of • Board self-evaluation and

skills. training conducted.

2
 Control Environment

• Internal control procedures. • Independent external auditor

conducts audits.
• Risk management framework
present. • Independent audit committee
established.
• Risk management committee
established. • Internal Audit Function.

• Disaster recovery systems in place. • Management Information Systems

Established.
• Media management techniques in
use. • Compliance Function Established.

• Business continuity procedures in

place.

3
 Transparent Disclosure

• Financial Information Disclosed. • High-Quality annual report

published.
• Non-Financial Information
Disclosed. • Web-based disclosure.

• Financial Prepared According to • Whistleblowing policy disclosed.

International Financial Reporting
Standards (IFRS) • Anti-corruption measure disclosed.

• Companies Registry fillings up to

date.

4
 Well-Defined Shareholder Rights

• Minority shareholder rights • Policy on extraordinary

formalised. transactions.

• Well-organised shareholder • Clearly defined and explicit

meetings conducted. dividend policy

• Policy in related party transactions.

5
 Board Commitment
• The Board discusses corporate
governance issues and has created
a corporate governance committee.
• The company has a corporate
governance champion.
• A corporate governance
improvement plan has been
created.
• Appropriate resources are
committed to corporate governance
initiatives.
• Policies and procedures have been
formalised and distributed to
relevant staff.
• A corporate governance code has
been developed.
• A code of ethics has been
developed.
• The company is recognised as a
corporate governance leader.