Legal Documents
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
- Background
- Introduction
- Statement on Good Governance
- Objectives of The Charter
- Definitions
- The Overall Governance Structure
- Governance Structure
- Size and Composition of The Board
- Selection & Appointment of Board Members
- Alternate Directors
- Removal/Resignation from Office
- Powers of The Board
- Induction of Board Members
- Board Continuous Skills Development
- Remuneration for Board Members
- Board Performance Evaluation
- Board and Management Succession Planning
- Matters Reserved for The Board
- Liability of Board Members
- Responsibilities of The Board
- Duties of Individual Board Members
- The Role of The Chairperson
- The Role of The Chief Executive Officer
- The Company Secretary
- Relationship Between The Board and The Boards of Subsidiary Companies
- Practices of The Board
- Committees of The Board
- Board Work Plan
- Board Papers
- Board and Committee Meetings
- Board Members’ Access to Employees and to The Company’s Information
- Code of Conduct for Board Members
- Transparency and Disclosure
- Accountability, Risk Management and Internal Controls
- Conflict of Interest
- Stakeholder Relationships
- Corporate Citizenship
- Common Seal of The Company
- Dispute Resolution
- Compliance With Laws and Regulations
- Review of The Charter