10: Corporate governance Flashcards

1
Q

What is the UK Corporate Governance Code?

A

It is a code of practice embodying a shareholder-led approach to corporate governance

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2
Q

Who does the UK corporate governance code apply to

A

applies to all premium listed companies.

Smaller and unlisted companies can be more flexible about how they want to apply the code

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3
Q

Is complying with the UK corporate governance code a legal requirement?

A

no

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4
Q

A ‘…. or ….’ approach is taken to the UK corporate governance code

A

comply or explain

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5
Q

who is responsible for setting the board’s agenda and ensuring that directors receive accurate timely and clear information?

A

the chair

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6
Q

who is responsible for the appointment, removal and remuneration of the executive directors?

A

Non-executive directors

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7
Q

The NEDs should meet without the Chair present at least ___ to approise the Chair’s performance

A

Annually

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8
Q

NEDs serving longer than _ years should be subjected to a rigorous review

A

6

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9
Q

Who can chair the committe? Hint its between two parties

A

The Chair or a NED

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10
Q

In what instance should the Chair not chair the committee?

A

When dealing with the appointment of the Chair’s new successor

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11
Q

Each director should be evaluated based on what two things?

The amount of time spent with the committee
The effectiveness of contribution
The relationship between the director and company
The director’s own relevant work experience

A

The amount of time spent with the committee (time committment)
The effectiveness of contribution

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12
Q

Can an executive director take on the role of a Chair at a premium listed company

A

No

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13
Q

Can an executive director take on the role of two NED roles in premium listed companies?

A

No.

Only one

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14
Q

Can a Chair chair more than one premium listed company

A

Yes

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15
Q

The audit committee must be chaired by a…?

A

NED

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16
Q

What are the four responsibilities of the audit committee

A

Financial statements
Financial controls
External auditor
Whistleblowing

17
Q

Who sets the remuneration of the executive directors?

A

The remuneration committee

18
Q

Who sets the remuneration of the NEDs

A

The board does

19
Q

Is there ever a case where a director should be involved in deciding their own remuneration?

A

No

20
Q

Can the Chair be a member of the remuneration committee

A

Yes

21
Q

Can the Chair be a member of the remuneration committee

A

Yes

22
Q

Can the Chair be the Chair of the remuneration committe?

A

No

23
Q

It is possible to question the independence of the NED even if their employment finished at least _ years ago

A

5