Listing Agreement Contract With Corporate Governance In King
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Separate Meeting of Independent Director: The independent directors of the company shall hold at least one meeting in a year, without the attendance of non-independent directors and members of management. All the independent directors of the company shall strive to be present at such meeting.
(i) The board of directors of the company shall have an optimum combination of executive and non-executive directors with not less than fifty percent of the board of directors comprising of non-executive directors. The number of independent directors would depend on whether the Chairman is executive or non-executive.
Principle 17: ensure that responsible investment is practiced by the organisation to promote the good governance and the creation of value by the companies in which it invests.
Clause 54 - To maintain functional website containing basic information about the company e.g. details of its business, financial information, shareholding pattern, etc., The Company also agrees to ensure that the contents of the said website are updated at any given point of time.
The King Code also understands that corporate governance is a leadership issue. Ethical leadership is exemplified by integrity, competence, responsibility, accountability, fairness, and transparency. The King Code defines corporate governance as “the exercise of ethical and effective leadership by the governing body”.
As per Clause 49, for a company with an Executive Chairman, at least 50 per cent of the board should comprise independent directors. In the case of a company with a non-executive Chairman, at least one-third of the board should be independent directors.
Corporate governance is the system of internal controls and procedures by which individual companies are managed. It provides a framework that defines the rights, roles, and responsibilities of various groups—management, board, controlling shareowners, and minority or noncontrolling shareowners—within an organization.
Principle 15: The governing body should ensure that assurance services and functions enable an effective control environment, and that these support the integrity of information for internal decision-making and of the organisation's external reports.
King IV™ reinforces the notion that good corporate governance is a holistic and interrelated set of arrangements to be understood and implemented in an integrated manner – good governance is not a tick-box or compliance exercise.
