Corporate Governance 2 Flashcards
What are the three main principles in the division of responsibility?
F - the chair leads the board and is responsible for its overall effectiveness, but he chair should facilitate the contribution of NEDs
G- there should be clear division of responsibilities between the leadership of the board and the executive leader ship
H- NED should have sufficient time to meet their board responsibilities.
What does provision 9 state about the chair ?
The chair should be independent of the company on appointment
The roles of the chair and chief executive should not be exercised by the same individual
The chief exc should not go on to be the chair of the same company, if the person does the board must consult major shareholders
What does provision 11 say ?
At least half the board excluding the chair should comprise of non exc directors whom the board consider to be independent
What’s one’s provision 13 say ?
Non exc directors have a prime role in removing and appointing exc directors. The chair should hold meetings with the non exc without exc directors present
What does provision 15 say
When making appointments the board should take into account other demands on directors time
Full time exc directors should not take on more than one non exc directorship of a FTSE 100 company