Uk Corp Gov Flashcards
(6 cards)
When was corporate governance code in the uk first issued?
When was it last updated?
If large companies don’t comply what must they do?
1998
September 2014
Give explanation
What are the four main provisions?
Leadership and effectiveness
Remuneration
Accountability
Relations with shareholders
Leadership and effectiveness
What should board of directors be and have?
What should be split and what should not happen?
What should at least half of the board be?
Who oversees the appointment of directors and what should this mainly be?
What should appointments be?(2)
What should happen annually?
Objective, skills, experience, knowledge
Chairman and chief executive director, chief executive director shouldn’t become chairman
Non executive directors
Nomination committee, mainly non exec directors
Transparent and through merit
Reviews of performance
Remuneration
What should level be?(2)
What should it be linked to?
Who decides this and what should it consist of?
What should be disclosed?
Who determines non executives remuneration?
What is their annually?
significant enough to attract candidates of the right calibre and not excessive
Performance of the company and individual
Remuneration committee and at least 3 members all non execs
Full details of each directors remuneration
Board of directors
Shareholder vote on remuneration policy
Accountability
What should financial reporting include?
What should the board ensure the company has?
What must the company establish and what must this consist of?
Functions of the auditing committee What must they monitor? What must they review? What else must they monitor? What are they responsible for?
Assessments of position and prospects
Sound system of internal control and management
Audit committee of at least 3 members all must be non exec directors
Integrity of company’s financial reporting
Company’s internal control and management system
Appointing, removal, independence and monitoring the effectiveness of external auditors
Relations with shareholders
What must the board ensure there is with shareholders?
What should be explained in annual report?
What must they confirm and how often?
What must they do in the annual general meeting?
Satisfactory dialogue
Business model
They are a going concern and half yearly
Communicate with and encourage the participation of investors