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TMI BlogPrinciples governing disclosures and obligationsX X X X Extracts X X X X X X X X Extracts X X X X ..... unting standards in letter and spirit in the preparation of financial statements taking into consideration the interest of all stakeholders and shall also ensure that the annual audit is conducted by an independent, competent and qualified auditor. (c) The listed entity shall refrain from misrepresentation and ensure that the information provided to recognised stock exchange(s) and investors is not misleading. (d) The listed entity shall provide adequate and timely information to recognised stock exchange(s) and investors. (e) The listed entity shall ensure that disseminations made under provisions of these regulations and circulars made thereunder, are adequate, accurate, explicit, timely and presented in a simple language. (f) Channels fo ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ndamental corporate changes. (ii) opportunity to participate effectively and vote in general shareholder meetings. (iii) being informed of the rules, including voting procedures that govern general shareholder meetings. (iv) opportunity to ask questions to the board of directors, to place items on the agenda of general meetings, and to propose resolutions, subject to reasonable limitations. (v) Effective shareholder participation in key corporate governance decisions, such as the nomination and election of members of board of directors. (vi) exercise of ownership rights by all shareholders, including institutional investors. (vii) adequate mechanism to address the grievances of the shareholders. (viii) protection of minority shareholders fr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shall not make it unduly difficult or expensive to cast votes. (d) Role of stakeholders in corporate governance: The listed entity shall recognise the rights of its stakeholders and encourage co-operation between listed entity and the stakeholders, in the following manner: (i) The listed entity shall respect the rights of stakeholders that are established by law or through mutual agreements. (ii) Stakeholders shall have the opportunity to obtain effective redress for violation of their rights. (iii)Stakeholders shall have access to relevant, sufficient and reliable information on a timely and regular basis to enable them to participate in corporate governance process. (iv) The listed entity shall devise an effective 1 [ vigil mechanism/ ] w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... -making. (ii) Key functions of the board of directors- (1) Reviewing and guiding corporate strategy, major plans of action, risk policy, annual budgets and business plans, setting performance objectives, monitoring implementation and corporate performance, and overseeing major capital expenditures, acquisitions and divestments. (2) Monitoring the effectiveness of the listed entity s governance practices and making changes as needed. (3) Selecting, compensating, monitoring and, when necessary, replacing key managerial personnel and overseeing succession planning. (4) Aligning key managerial personnel and remuneration of board of directors with the longer term interests of the listed entity and its shareholders. (5) Ensuring a transparent nom ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he board of directors may affect different shareholder groups differently, the board of directors shall treat all shareholders fairly. (6) The board of directors shall maintain high ethical standards and shall take into account the interests of stakeholders. (7) The board of directors shall exercise objective independent judgement on corporate affairs. (8) The board of directors shall consider assigning a sufficient number of non-executive members of the board of directors capable of exercising independent judgement to tasks where there is a potential for conflict of interest. (9) The board of directors shall ensure that, while rightly encouraging positive thinking, these do not result in over-optimism that either leads to significant risks ..... X X X X Extracts X X X X X X X X Extracts X X X X
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