Principle 1: Lay Solid Foundations for Management and Oversight

The Board gives direction and exercises judgement in setting the Company's objectives and overseeing their implementation. The responsibility for the operation and administration of the Company is delegated by the Board to the CEO and the executive management team. The Board ensures that this team is appropriately qualified and experienced to discharge their responsibilities and has in place procedures to assess the performance of the CEO and the executive management team.

The Board's functions include:

  1. adopting a Strategic Plan for the Company, including general and specific goals and comparing actual results with the Plan, designed to meet stakeholders' needs and manage business risk

  2. appointing, performance assessment and, if necessary, removal of members of the executive management team

  3. adopting clearly defined delegations of authority from the Board to the management

  4. agreeing key performance indicators (both financial and non-financial) with management and monitoring progress against these indicators

  5. taking steps designed to protect the Company's financial position and its ability to meet its debts and other obligations as they fall due

  6. establishing and monitoring policies directed to ensuring that the Company complies with the law and conforms to the highest standards of financial and ethical behaviour

  7. determining that the Company has instituted adequate reporting systems and internal controls (both operational and financial) together with appropriate monitoring of compliance activities

  8. determining that the Company accounts are true and fair and are in conformity with reporting requirements

  9. ensuring that any significant risks that arise are identified, assessed, appropriately managed and monitored

  10. reporting to shareholders