Listing Agreement Document With Corporate Governance In Kings
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(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.
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”.
King I. In 1994, the first King report on corporate governance (King 1) was published, the first corporate governance code for South Africa. It established recommended standards of conduct for boards and directors of listed companies, banks, and certain state-owned enterprises.
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.
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.
Corporate governance documents include bylaws, articles of incorporation, and partnership agreements, each tailored to the specific business entity. These documents outline risk oversight, long-term strategies, and director orientation and set the foundation for effective governance.
King III requires boards to be comprised of a majority of non-executive directors, of whom the majority should be independent. Every year the directors who are classified as independent should have their independence assessed by the board, particularly those that have been on the board for longer than nine years.
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.
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.
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.
