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ൡதபf
All Directors can give notice to the Chairman or the Company Secretary
if they intend to include matters in the agenda for Board Meetings.
Full Board or Committee papers will be sent to all Directors or
Committee members at least three days before the intended date of a
Board Meeting or Committee Meeting respectively. Management also
supplies the Board and its Committees with sufficient information and
explanations so as to enable them to make an informed assessment of
financial and other information put before the Board and its Committees
for approval. Management is also invited to join Board Meetings
where appropriate.
Furthermore, management provides all Board members with monthly
updates which give a balanced and understandable assessment of the
Company’s performance, position and prospects in sufficient details
to enable the Board as a whole and each Director to discharge their
duties under the Listing Rules.
All the Directors are entitled to have access to timely information in
relation to our business and make further enquiries where necessary,
and they can have separate and independent access to management.
In addition, all Directors have access to the advice and services of
the Company Secretary, a full time employee of the Company, who is
responsible to the Board for ensuring that procedures are followed and
that all applicable laws, rules and regulations are complied with. The
Company Secretary supports the Board by ensuring good information
flow within the Board and is also a source of advice to the Chairman
and to the Board on corporate governance and the implementation of
the CG Code. The Company Secretary has confirmed that she has
taken no less than 15 hours of relevant professional training in 2012.
Procedures have also been agreed by the Board to enable Directors
to seek independent professional advice at the Company’s expense.
Under our articles of association, a Director shall not vote or be counted
in the quorum in respect of any contract or arrangement in which he/
she or any of his/her associates is/are materially interested.
We have also arranged appropriate insurance cover on Directors’ and
officers’ liabilities in respect of legal actions against them arising from
corporate activities.
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