No. 4/2018 Ptmuc ENI1TIES CoRPORATE GovERNANC'E Cap.10:31 330. A distinction should be drawn between processes of dispute resolution (litigation, arbitration, mediation, conciliation and others) and the institutions that provide dispute resolution services. 331. In selecting dispute resolution institutions and regardless of the dispute resolution processes adopted, it is an indispensible requirement that the institution is independent and impartial in relation to the pmties to the dispute. 332. Successful resolution of corporate conflicts entails selecting a dispute resolution method that best serves the interests of the company, preserves business relationships and is cost etiective and effective and efficient. 333. Insider trading and abusive self-dealing is prohibited. 334. Corporate conflict resolution should initially be undertaken by the corporate secretary 'vvho should record enquiries, letters or demands from stakeholders and take a preliminary view of the conflict and then hand over the matter to the Board or the CCR Committee for consideration and resolution. Recommendations Corporate C01~{lict Prevention 335. To ensure effective prevention and resolution of company conflicts, any eonllict which arises or may arise should be identified at a very early stage and should be resolved etiectively, expeditiously and efficiently. 336. Obtaining, attempting to obtain, or accepting any bribe, secret commission or illegal inducement of any sort may give rise to corporate conflicts and the company must actively discoumge such conduct with appropriate sanctions. 337. Controlling shareholders should comply with applicable laws and regulation,'> in exercising their rights as investors and should be prevented from damaging the rights and interests of the company and other shareholders by means such as asset restructuring or by taking advantage of their privileged position to gain additional benefits. 338. Company directors, officers and employees should not use their powers for any improper purpose, take personal advantage of the company's opportunities or allow their personal interests to come into conflict \vith those of the company 339. The personal interests of company directors, officers or employees or persons closely associated with the company must not take precedence over those of the company and its stakeholders. 340. Supervising oneself is a typical conflict of interest situation and must be avoided hence the need to keep the positions of chairperson of the Board and chief executive officer separate. 341. Transactions between the company and a major or majority shareholder should be at arm's length, transparent and the essential terms thereof must be fully disclosed in the annual report of the company for approval by shareholders. 342. The seope of authority of an agent regarding the prevention, resolution and revie1.v of corporate conflicts must be clearly defined. 343. Full and timely disclosure of any conllict or potential conflict must be made to the Board. 344. In the extreme case of a continuing material conflict of interest, the person concemed should consider resigning from the Board or the company. 345. Board members, company executives and employees should always recognize that their primary responsibility is to act in the best interests ofthe company at all times. 152