HC-8.3.3
Past version: Effective from 01 Jul 2011 to 31 Dec 2011
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Board, Board Members and Management:
(a) The'mandate'of the board must be set out;
(b) The types of material transactions that require board approval;
(c) Names, their capacity of representation and detailed information about the directors, including directorships of other boards, positions, qualifications and experience (must describe each director as executive or non-executive);
(d) Number and names of independent members;
(e) Board terms and the start date of each term;
(f) What the board does to induct/educate/orient new directors;
(g) Director's ownership of shares;
(h) Election system of directors and any termination arrangements;
(i) Director's trading of company shares during the year;
(j) Meeting dates and number of meetings held during the year;
(k) Attendance of directors at each meeting;
(l) Remuneration policy and remuneration of individual members, divided into siting fees and other remuneration (split between performance and non-performance based);
(m) List of senior managers and profile of each;
(n) Shareholding of senior managers;
(o) Remuneration paid to each person in the executive management divided in each case into salaries, bonuses, gratuities, pensions and any other components;
(p) Details of stock options and performance-linked incentives available to executives; and
(q) Whether the board has adopted a written code of ethical business conduct, and if so a statement of how the board monitors compliance.
July 2011