HC-2.1 HC-2.1 Personal Accountability
HC-2.1.1
The Board and its members must act with honesty, integrity, due skill and care, and in the best interests of the
licensee , itsshareholders andclients .Amended: April 2016
October 2010HC-2.1.2
In assessing compliance with Paragraph HC-2.2.1, the CBB will take into account all actions of the Board and its members. The interest of the
licensee includes thelicensee's continued compliance with all relevant rules and regulations, and the interests of employees, clients and other stakeholders. The interest ofshareholders includes the current and future value of thelicensee , its status as a going concern, transparency and disclosure of information to the market. The interest of clients includes ensuring that thelicensee fulfils its obligations under itsterms of business and treats all clients fairly and pays equal regard to the interests of all clients.Amended: April 2016
October 2010HC-2.1.3
Each member of the board must understand that under the Company Law he is personally accountable to the
licensee and the shareholders if he violates his legal duty of loyalty to thelicensee , and that he can be personally sued by thelicensee or the shareholders for such violations.Amended: April 2016
October 2010HC-2.1.4
The duty of loyalty includes a duty not to use property of the licensee for his personal needs as though it was his own property, not to disclose confidential information of the licensee or use it for his personal profit, and to serve the licensee's interest in any transactions with the company in which he has a personal interest.
April 2016HC-2.1.5
For purposes of Paragraph HC-2.1.4, an approved person is considered to have a "personal interest" in a transaction with the company if:
(a) He himself;(b) A member of his family (i.e. spouse, father, mother, sons, daughters, brothers or sisters); or(c) Another company of which he is a director or controller,is a party to the transaction or has a material financial interest in the transaction. (Transactions and interests which are de minimis in value should not be included.)
April 2016HC-2.1.6
A
licensee's Board must establish and disseminate to all employees of thelicensee a corporate code of conduct.April 2016HC-2.1.7
The code of conduct must establish standards by giving examples or expectations as regards:
(a) Honesty;(b) Integrity;(c) The avoidance or disclosure of conflicts of interest;(d) Maintaining confidentiality;(e) Professionalism;(f) Commitment to the law and best practices; and(g) Reliability.April 2016HC-2.1.8
A Board must ensure that policies and procedures are in place to ensure that necessary customer confidentiality is maintained.
April 2016
