It is important to establish
a standard of competence for
corporate accountability which
includes standards of professionalism
and trustworthiness in order
to uphold good corporate integrity.
The experience within the
country has exposed a critical
need for the formulation of
corporate accountability standards
in order to establish an ethical
corporate environment.
B. PRINCIPLE
The principle of this code
is based on principles in
relation to sincerity, integrity,
responsibility and corporate
social responsibility.
C. PURPOSE
This Code of Ethics is formulated
to enhance the standard of
corporate governance and corporate
behaviour with the intention
of achieving the following
aims:
1. To establish a standard
of ethical behaviour for directors
based on trustworthiness and
values that can be accepted,
are held or upheld by any
one person.
2. To uphold the spirit of
responsibility and social
responsibility in line with
the legislation, regulations
and guidelines for administrating
a company.
In the context of this code,
a company director means any
person who holds the position
of director in a corporation
irrespective of any designation
used, including anyone who
follows the directives and
advice of a corporate director
and who usually takes action,
as well as an in-turn or substitute
director. A director also
includes both executive and
non-executive directors as
well as executive and non-executive
chairpersons.
In the performance of his
duties, a director should
at all times observe the following
codes:
| 1. Corporate
Governance |
| |
a.
|
Should have a clear
understanding of the aims
and purpose, capabilities
and capacity of the company. |
| |
b |
Should devote time and
effort to attend meetings
and to know what is required
of the board and each
of its directors, and
to discharge those functions. |
| |
c |
Should ensure at all
times that the company
is properly managed and
effectively controlled |
| |
d |
Should stay abreast
of the affairs of the
company and be kept informed
of the company's compliance
with the relevant legislation
and contractual requirements |
| |
e |
Should insist on being
kept informed on all matters
of importance to the company
in order to be effective
in corporate management |
| |
f |
Should limit his directorship
of companies to a number
in which he can best devote
his time and effectiveness;
each director is his own
judge of his abilities
and how best to manage
his time effectively in
the company in which he
holds directorship |
| |
g |
Should have access to
the advice and services
of the company secretary,
who is responsible to
the board to ensure proper
procedures, rules and
regulations are complied
with |
| |
h |
Should at all times
exercise his powers for
the purposes they were
conferred, for the benefit
and prosperity of the
company |
| |
i |
Should disclose immediately
all contractual interests
whether directly or indirectly
with the company |
| |
j |
Should neither divert
to his own advantage any
business opportunity that
the company is pursuing,
nor may he use confidential
information obtained by
reason of his office for
his own advantage or that
of others |
| |
k |
Should at all times
act with utmost good faith
towards the company in
any transaction and to
act honestly and responsibly
in the exercise of his
powers in discharging
his duties |
| |
l |
Should be willing to
exercise independent judgment
and, if necessary, openly
oppose if the vital interest
of the company is at stake |
| |
2. Relationship
with Shareholders, Employees,
Creditors and Customers
|
| |
a. |
Should be conscious
of the interest of shareholders,
employees, creditors and
customers of the company |
| |
b |
Should at all times
promote professionalism
and improve the competency
of management and employees |
| |
c |
Should ensure adequate
safety measures and provide
proper protection to workers
and employees at the workplace |
| |
| 3. Social
Responsibilities and the
Environment |
| |
a |
Should ensure that necessary
steps are taken in accordance
with the law to properly
wind-up or strike off
the company register if
the company has not commenced
business or has ceased
to carry on business and
is not likely to commence
business in the future
or resume business as
the case may be |
| |
b |
Should
adopt an objective and
positive attitude and
give the utmost cooperation
for the common good when
dealing with government
authorities or regulatory
bodies. |
| |
c |
Should ensure the effective
use of natural resources,
and improve quality of
life by promoting corporate
social responsibilities |
| |
d |
Should be more proactive
to the needs of the community
and to assist in society-related
programmes in line with
the aspirations of the
concept of 'Caring Society'
in Vision 2020 |
| |
e |
Should ensure that the
activities and the operations
of the company do not
harm the interest and
well-being of society
at large and assist in
the fight against inflation |
| |
|
|