Cap. 10:31
Punuc ENTITIES
CoRPORATE GovERxANCE
No. 4/2018
(m) canyon friendly relations with Board members and management while
at the same time maintaining an ann's length relationship with them;
(n) ensure that complete, timely, relevant, accmate, honest and accessible
information is placed before the Board to enable the Board to make
informed decisions;
(o) monitor how the member of the Board work together and how individual
directors perform and interact at meetings;
(p) know the strengths and weaknesses of each Board member and take
appropriate measures to address any weaknesses without losing sight of
human frailties;
(q) develop the skills and enhance the conftdence of directors by encouraging
them to speak and actively contribute at Board meetings;
(r) build <md maintain the tmst and confidence of all stakeholders in the
company;
(s) uphold rigorous procedures in preparing for meetings by studying
and discussing with the chief executive officer the information packs
distributed to participants and providing appropriate input.
120. The chairperson of the Board should(a) ensure that all directors are made aware of their roles, responsibilities
and duties through a tailor-made induction programme buttressed by a
formal progmtmnc of continuing professional education;
(b) ensure that good relations are maintained with the company's major
shareholders and its strategic stakeholders·,
(c) ensure that decisions made by the Board are executed timeously and
effectively;
(d)
ensure that Board members operate as a team but 'vithout discouraging
creative tension between them which allo-ws for effective debate;
(e) ensure that chaiqJersons of committees attend and actively participate
at annual and extraordinary general meetings and stakeholder inter-face
meetings;
(f) liaise with chairpersons of Board committees on matters of interest;
(g) be a good listener and the last person to enter the debate and the last
person to express a view on an issue;
(h) meet with directors in the absence of the chief executive officer and
senior management at least twice a year to discuss perf01111ance issues
concerning management and the business;
(i) know his or her rights and duties when chairing the Board, shareholder
and other stakeholder meetings;
(j) interact with stakeholders of the company on a need to know basis;
(k) meet with the chief executive officer or the chief finance officer or the
company secretary, or all three of them together, before Board meetings
to discuss important issues and agree on the agenda;
(l) put in place a succession plan for his or her position to ensure continuity
and timely refreshment of talent and leadership;
(m) discourage intellectual naivety and encourage intellectual honesty among
and between members in Board discussions, reasoning and decisionmaking.
CHIEF EXECUTIVE OFFICER AND OTHER EXECUTIVE 0f<BCERS
Principles
121. The chief executive officer or managing director is in charge of the day to
day running of the company. The Board may delegate certain of its roles, functions
125
Select target paragraph3
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