Corporate Governance Principles: OECD and Core

OECD Corporate Governance Principles

Contemporary discussions of corporate governance tend to refer to principles raised in Organisation for Economic Co-operation and Development (OECD) reports.

• Rights and Equitable Treatment of Shareholders

  Organizations should respect the rights of shareholders and help shareholders to exercise those rights. They can help shareholders exercise their rights by openly and effectively communicating information and by encouraging shareholders to participate in general meetings.

• Interests of Other Stakeholders

  Organizations should recognize that they have legal, contractual, social, and market-driven obligations to non-shareholder stakeholders, including employees, investors, creditors, suppliers, local communities, customers, and policymakers.

• Role and Responsibilities of the Board

  The board needs sufficient relevant skills and understanding to review and challenge management performance. It also needs adequate size and appropriate levels of independence and commitment.

• Integrity and Ethical Behaviour

  Integrity should be a fundamental requirement in choosing corporate officers and board members. Organizations should develop a code of conduct for their directors and executives that promotes ethical and responsible decision-making.

• Disclosure and Transparency

  Organizations should clarify the roles and responsibilities of the board and management to provide stakeholders with a level of accountability. They should also implement procedures to independently verify and safeguard the integrity of the company's financial reporting. Disclosure of material matters concerning the organization should be timely and balanced to ensure that all investors have access to clear, factual information.

Company Core Governance Principles

Corporate governance in the Company is based on the following core principles:

• Accountability

  The Code of Corporate Governance envisages accountability of the Board of Directors of the Company before all shareholders in accordance with the legislation in force, and is the governing document for the Board of Directors in issues related to strategic planning, administration and control over the Company's executive bodies.

• Fairness

  The Company undertakes to protect the rights of its shareholders and treat all shareholders on an equal basis. The Board of Directors enables its shareholders to receive efficient protection if their rights are violated.

• Transparency

  The Company shall provide timely disclosure of credible information on all the important facts related to its activities, including information on its financial condition, social and environmental measures, results of activities, ownership and management structures. The Company shall provide free access to such information for all interested parties.