HC-1.5 HC-1.5 Independence of Judgment
HC-1.5.1
The Board must ensure that it has at least one
independent director , in order to provide sufficient independent scrutiny of management.October 2019HC-1.5.2
Every director must bring independent judgment to bear in decision-making. No individual or group of directors must dominate the Board's decision-making and no one individual must have unfettered powers of decision.
October 2019HC-1.5.3
Executive directors must provide the Board with all relevant business and financial information within their cognizance, and must recognise that their role as a director is different from their role as an officer.October 2019HC-1.5.4
Non-executive directors must be fully independent of management and must constructively scrutinise and challenge management including the management performance ofexecutive directors .October 2019HC-1.5.5
The chairman of the Board should be an
independent director so that there will be an appropriate balance of power and greater capacity of the Board for independent decision making.October 2019HC-1.5.6
The chairman and/or deputy chairman must not be the same person as the CEO.
October 2019HC-1.5.7
The Board should review the independence of each director at least annually in light of interests disclosed by them. Each
independent director shall provide the Board with all necessary and updated information for this purpose.October 2019HC-1.5.8
Where an
independent director has served three consecutive terms on the board, such director will lose his/her independence status and must not be classified as anindependent director if reappointed.Added: January 2020HC-1.5.9
Where a Chief Executive Officer of an
ancillary service provider licensee , who is also a Board member, no longer occupies the CEO position, whether due to resignation, retirement or termination, his/her Board Membership must also be immediately terminated.Added: January 2020
