CORPORATE GOVERNANCE REPORT Sample Clauses

CORPORATE GOVERNANCE REPORT. ‌ The OeAW is committed to implementing compliance guidelines and submitting group-wide, annual corporate governance reports. The CG report refers to the requirements of the Federal Public Corporate Governance Code 2017 ("B-PCGK 2017"). In accordance with point 15.1.4 B-PCGK 2017, the OeAW will create the CG report as a "group-wide report". The three subsidiaries of the OeAW, which are separate legal entities, are excluded from this. Each of these creates a separate CG report, which is submitted together with the OeAW CG report.
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CORPORATE GOVERNANCE REPORT. Company’s Philosophy on Corporate Governance The Company is committed to the highest standards of Corporate Governance. The Company’s philosophy on Corporate Governance stresses the importance of transparency, accountability, ethical corporate behavior and fairness to all stakeholders. Good Corporate Governance framework enables the Board and Management to achieve the goals and objectives effectively for the benefit of the Company and its Stakeholders. The Company is in compliance with the conditions of corporate governance as required under the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as applicable.
CORPORATE GOVERNANCE REPORT. Independent Non-Executive Directors All the independent non-executive directors of the Company are appointed for specific term. Xx. Xx Xxx Xxxxx, Mr. So Xxxxxxx Xxx Xxxxxx, and Dr. Xxxxx Xxxxxxx were appointed for a term of 2 years expiring on 8 June 2012 and 12 September 2012 and 28 June 2012 respectively. Remuneration of Directors A remuneration committee was established on 30 December 2005 with written terms of reference which are available on request and are available on the Company’s website. The remuneration committee comprises one executive director, namely, Xx. Xxxx Xxxx Xxx and two independent non-executive directors, namely, Xx. Xx Xxx Xxxxx and Mr. So Xxxxxxx Xxx Xxxxxx (chairman of the remuneration committee). The principal responsibilities of the Remuneration Committee include making recommendations to the Board on the Company’s policy and structure for all remuneration of Directors and senior management and reviewing the specific remuneration packages of all executive Directors and senior management by reference to corporate goals and objectives resolved by the Board from time to time. During the year under review, one meeting of the Remuneration Committee was held on 29 June 2011 for reviewing and discussing the policy for remuneration of Directors and the senior management. The individual attendance record of each Remuneration Committee member is as follow: Members Attendance Mr. So Xxxxxxx Xxx Xxxxxx 1/1 Xx. Xx Xxx Xxxxx 1/1 Xx. Xxxx Hang Tai 1/1 Nomination of Directors The Company has not established a nomination committee. The Board is responsible for reviewing its own size, structure and composition regularly to ensure that it has a balance of expertise, skills and experience appropriate to the requirements of the Company. Where vacancies on the Board exist or an additional director is considered necessary, the Chairman will identify suitable candidates and propose the appointment of such candidates to each member of the Board for consideration and each member of the Board will review the qualifications of the relevant candidates for determining the suitability to the Group on the basis of his qualifications, experience and background. The decision of appointing a Director must be approved by the Board. The Board had reviewed and recommended the re-appointment of the directors standing for re-election at the forthcoming annual general meeting of the Company. The Company currently does not have any plan to set up a nomination committee c...
CORPORATE GOVERNANCE REPORT. The Management also conducts periodic independent reviews on the operations of individual divisions to identify any irregularities and risks, develops action plans and recommendations to address the identified risks, and reports to the Audit Committee on any key findings. The Audit Committee, in turn, reports to the Board on any material issues and makes recommendations to the Board. Investors Relations The Company has disclosed all necessary information to the shareholders in compliance with the Listing Rules. The Company also replied to the enquiries from shareholders in a timely manner. The Directors host an annual general meeting each year to meet the shareholders and answer their enquiries. To promote effective communication, the Company maintains a website at www. xxxxxxxxx.xxx, where extensive information and updates on the Company’s business developments and operations, financial information and other information are posted. DIRECTORS’ REPORT Directors’ Report PINE Technology Holdings Limited and XFX Family of Brands Directors’ Report The directors have pleasure in presenting their annual report and the audited consolidated financial statements of the Company for the year ended 30 June 2011. Principal Activities company. The principal activities of its principal 2011 2010 subsidiaries are set out in note 33 to the US$’000 US$’000 consolidated financial statements. Contributed surplus 9,036 9,036 Results and Appropriations Retained profit 238 1,527 The Company acts as an investment holding Distributable Reserves of the Company Details of the movements during the year in the reserves of the Group are set out in the consolidated statement of changes in equity on pages 32 to 33 and the Company’s reserves available for distribution to shareholders as at 30 June 2011 were as follows: The results of the Group for the year ended 30 June 2011 are set out in the consolidated statement of comprehensive income on page 29. The directors of the Company do not recommend a dividend for the year ended 30 June 2011. (2010: HK$0.1 per share) Property, Plant and Equipment During the year, the Group acquired additional property, plant and equipment at a cost of approximately US$4,207,000. Details of these and other movements during the year in the property, plant and equipment of the Group are set out in note 12 to the consolidated financial statements. Share Capital and Share Options Schemes Details of the Company’s share capital and share option schemes are set out i...
CORPORATE GOVERNANCE REPORT. Corporate Governance Report PINE Technology Holdings Limited and XFX Family of Brands CORPORATE GOVERNANCE PRACTICES The board of directors of the Company (the “Directors” and the “Board”, respectively) has committed to maintaining high corporate governance standards. The Board believes that high corporate governance standards are essential in providing a framework for the Company to safeguard the interests of shareholders of the Company (the “Shareholders”) and to enhance corporate value and accountability. The Company has applied the principles set out in the Corporate Governance Code (the “CG Code”) contained in Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange” and the “Listing Rules”, respectively). The Board is of the view that throughout the year ended 30 June 2014 (the “Year”), the Company has complied with all the code provisions as set out in the CG Code, save and except for code provisions A.2.1 and A.4.2, details of which will be explained below.
CORPORATE GOVERNANCE REPORT. Chairman and Chief Executive Officer Code provision A.2.1 stipulates that the roles of Chairman and Chief Executive Officer (“CEO”) should be separate and should not be performed by the same individual. The division of responsibilities between the Chairman and CEO should be clearly established and set out in writing. The positions of the Chairman and CEO of the Company are held by Xx. Xxxx Xxxx Xxx who is a co-founder of the Company and has extensive knowledge about the management as well as the business operations of the
CORPORATE GOVERNANCE REPORT. Pursuant to Regulation 34(2) & 53(F) along with Schedule V of the SEBI (Listing Obligations and Disclosure requirements) regulations, 2015 Company's Philosophy on Corporate Governance Corporate Governance signifies acceptance by management of the inalienable rights of shareholders as the true owners of the organization and of their own role as trustees on behalf of the shareholders. We believe in adhering to and adopting the Corporate Governance practices in letter as well as spirit. The Company believes in adopting and adhering to the best recognized Corporate Governance practices and continuously benchmarking itself to improvise each such practice. The management understands and respects its fiduciary role and responsibility to the stakeholders and strives hard to meet their expectations. The Company believes that best board practices, transparent disclosures and shareholder empowerment are necessary for creating shareholder value.
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CORPORATE GOVERNANCE REPORT. The report applies only to Agencies who are not Registered Agencies. Each Corporate Governance Report must contain the following information:

Related to CORPORATE GOVERNANCE REPORT

  • Corporate Governance Ultimus shall provide the following services to the Trust and its Funds:

  • Project Governance (a) If advised in writing by the Ministry the Recipient will:

  • Contract Governance Any contract made or entered into by the TIPS is subject to and is to be governed by Section 271.151 et seq, Tex Lo Code. Otherwise, TIPS does not waive its governmental immunities from suit or liability except to the extent expressly by other applicable laws in clear and unambiguous language. Yes, I Agree (Yes) 9

  • Governance (a) The HSP represents, warrants and covenants that it has established, and will maintain for the period during which this Agreement is in effect, policies and procedures:

  • Shared Governance The parties shall develop a variety of shared governance models which schools may consider. Schools shall select a model that best suits their needs or the staff may develop an alternative model of governance with direct involvement by teachers, other staff and community representatives. Staff approval and commitment to the model is essential. The selected model of governance will be specifically described in each school's improvement plan.

  • Governance of School 2.1. The School's Governing Board is the independent board of the School that is responsible for the financial, organizational, and academic viability of the School; possesses the independent authority to determine the organization and management of the School, the curriculum, and the instructional methods; has the power to negotiate supplemental collective bargaining agreements with exclusive representatives of their employees and is considered the employer of School employees for purposes of chapters 76, 78 and 89; and ensures compliance with applicable laws.

  • GOVERNANCE AND REPORTING Measure 3a Is the school complying with governance requirements? Meets Standard: The school materially complies with applicable laws, rules, regulations and provisions of the charter contract relating to governance by its board, including but not limited to: • Governing board composition and membership requirements pursuant to Ch. 302D, HRS • Governing board policies • Governing board reporting requirements • Procurement policies • State Ethics Code (Ch. 84, HRS), including conflict of interest policy Measure 3b Is the school holding management accountable? Meets Standard: The school materially complies with applicable laws, rules, regulations and provisions of the charter contract relating to oversight of school management, including but not limited to: • (For Education Service Providers [ESPs]) maintaining authority over management, holding it accountable for performance as agreed under a written performance agreement and requiring annual financial reports of the ESP • (For Others) oversight of management that includes holding it accountable for performance expectations that may or may not be agreed to under a written performance agreement Measure 3c Is the school complying with data and reporting requirements? Meets Standard: The school materially complies with applicable laws, rules, regulations and provisions of the charter contract relating to relevant reporting requirements to the State Public Charter School Commission, State Department of Education as the State Education Agency (SEA) and sole Local Education Agency (LEA) and/or federal authorities, including but not limited to: • Compliance with minimum educational data reporting standards established by the BOE • Maintaining and reporting accurate enrollment and attendance data • Maintaining and reporting accurate personnel data • Annual reporting and immediate notice requirements • Additional information requested by the State Public Charter School Commission

  • PROCUREMENT ETHICS Contractor understands that a person who is interested in any way in the sale of any supplies, services, construction, or insurance to the State of Utah is violating the law if the person gives or offers to give any compensation, gratuity, contribution, loan, reward, or any promise thereof to any person acting as a procurement officer on behalf of the State of Utah, or who in any official capacity participates in the procurement of such supplies, services, construction, or insurance, whether it is given for their own use or for the use or benefit of any other person or organization.

  • Ethics No officer, agent or employee of the Board is or shall be employed by Provider or has or shall have a financial interest, directly or indirectly, in this Agreement or the compensation to be paid hereunder except as may be permitted in writing by the Board’s Code of Ethics, adopted May 25, 2011 (11-0525-PO2), as amended from time to time, which policy is hereby incorporated by reference into and made part of this Agreement as if fully set forth herein.

  • Code of Ethics The Adviser has adopted a written code of ethics complying with the requirements of Rule 17j-1 under the Act and will provide the Trust with a copy of the code and evidence of its adoption. Within 45 days of the last calendar quarter of each year while this Agreement is in effect, the Adviser will provide to the Board of Trustees of the Trust a written report that describes any issues arising under the code of ethics since the last report to the Board of Trustees, including, but not limited to, information about material violations of the code and sanctions imposed in response to the material violations; and which certifies that the Adviser has adopted procedures reasonably necessary to prevent "access persons" (as that term is defined in Rule 17j-1) from violating the code.

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