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CM Advocates > Board Charter

Board Charter

A Board Charter is a policy document that states the roles, responsibilities, obligations, duties and powers of the board of directors of a company. A Board Charter is essential for good corporate governance as it serves as a reminder to the board on what is expected of them by the company, its shareholders, stakeholders as well as the law. A Board Charter is also a resource to the Board as it provides for how the Board is supposed to run its operations, resolve its disputes and how to generally optimize its operations efficiently and effectively.

This Charter is drafted in compliance with the principles of good corporate governance and international best practices and may be used by limited liability companies subject to any sector-specific legislation.

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Table of Content

  1. Background
  2. Introduction
  3. Statement on Good Governance
  4. Objectives of The Charter
  5. Definitions
  6. The Overall Governance Structure
  7. Governance Structure
  8. Size and Composition of The Board
  9. Selection & Appointment of Board Members
  10. Alternate Directors
  11. Removal/Resignation from Office
  12. Powers of The Board
  13. Induction of Board Members
  14. Board Continuous Skills Development
  15. Remuneration for Board Members
  16. Board Performance Evaluation
  17. Board and Management Succession Planning
  18. Matters Reserved for The Board
  19. Liability of Board Members
  20. Responsibilities of The Board
  21. Duties of Individual Board Members
  22. The Role of The Chairperson
  23. The Role of The Chief Executive Officer
  24. The Company Secretary
  25. Relationship Between The Board and The Boards of Subsidiary Companies
  26. Practices of The Board
  27. Committees of The Board
  28. Board Work Plan
  29. Board Papers
  30. Board and Committee Meetings
  31. Board Members’ Access to Employees and to The Company’s Information
  32. Code of Conduct for Board Members
  33. Transparency and Disclosure
  34. Accountability, Risk Management and Internal Controls
  35. Conflict of Interest
  36. Stakeholder Relationships
  37. Corporate Citizenship
  38. Common Seal of The Company
  39. Dispute Resolution
  40. Compliance With Laws and Regulations
  41. Review of The Charter

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