CORPORATE GOVERNANCE POLICIES, PRINCIPLES & GUIDELINES

The main components of these responsibilities are:

Strategy

• Reviewing and determining the business activities in which the Group should engage

• Ensuring that the Group has adequate long-term objectives and strategies, expressed in both physical and financial terms

• In reviewing and carrying out its obligations to the Group, considering in the context of its corporate and social responsibility(CSR)on the necessary balance between the interests of shareholders, employees, customers, suppliers, creditors and the community. Ensuring that the Group policies are clearly understood by these stakeholders and support the achievement of its strategic objectives

• Ensuring that the Group reviews its business plans in the wider context of the current and likely local, national and international environment and with adequate intelligence as the activities of its major competitors and developments in technology

• Approving the budgets presented by management and ensuring that they are compatible with short-term and long-term objectives

• Determining the extent and priority of the Group’s investment in relation to the opportunities and threats ahead, having regard to the resources available

• Approving specific major investments and policy proposals

• Deciding on dividend policy

 Appointing senior management

• Selecting the CEO, CFO, COO and/or other senior positions,determining the terms of their contracts

• Ensuring the adequacy of the Group’s management structure and resources for specific and general tasks. The planning of senior management motivation, remuneration, development, recruitment and succession.

Monitoring

• Ensuring the Group’s information systems are relevant and adequate to monitor performance at a business level and sufficient for Board and management performance review and decision purposes

• Reviewing the Group’s financial position, liquidity and solvency

• Monitoring management performance against strategic objectives and compliance with strategic policies and initiating appropriate corrective action if failures are revealed

• Reviewing the effectiveness of the system of internal controls for reporting, risk assessment, compliance and regulatory purposes.

Accountability

• Ensuring effective communication with shareholders and the Group’s identification with their interests

• Ensuring that the Group complies with its legal obligations and maintains an appropriate level of transparency about its business.

 

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