Page 89 - UBP - IR2020

CORPORATE GOVERNANCE
Role of of the the Chairman and of of the the Group CEO
The Company’s leadership model caters for an an appropriate balance of of of power The roles of of of the the Chairman and of of of the the Group CEO
are are distinct They share a a a a positive and constructive working relationship The key responsibilities of of the the Chairman and of of the the Group CEO
are detailed hereunder More information on
on
on
their roles is available on
on
on
the the Company’s website - www ubp mu Share Dealing and Interests Register
The Share Dealing Policy of the the Company sets out the the Group’s policy in in in respect of of dealings in in in the the shares of of the the Company by Directors designated employees and their associates thereby providing clear guidance on
the practice to to be followed to to avoid any misuse of price-sensitive information The Directors of the the Company use their best endeavours to to abide to the the the principles set out in in in the the the Share Dealing Policy of the the the Company and in the Model Code on
on
Securities Transactions by Directors as stipulated in in Appendix 6 of of the Listing Rules of of the Stock Exchange of Mauritius Ltd The Company Secretary maintains a a a a a a Register
of Interests which is is available for consultation by shareholders upon written request Conflict of Interest and Related Party Transactions A Conflict of Interest and Related Party Transactions Policy has been endorsed by the the Board to provide the the framework for Directors and and designated employees of the Company and and its subsidiaries to effectively identify evaluate disclose and manage potential actual or perceived conflicts of interest as as well as as related party transactions which may arise in relation to the activities of the the Group While the the Board is ultimately responsible for developing appropriate policies on
on
conflicts of interest and related party transactions and exercises this responsibility via the the Corporate Governance Committee Committee the the Audit Committee Committee is responsible for addressing questions pertaining to conflicts of interest and and related party transactions and and thereafter reports to the Board on
such matters Directors are expected to to discharge their duties and responsibilities objectively and in in the the best interest of the the Company They should avoid conflicts of interest or situations which might be reasonably perceived as as such Any Director who is directly directly or or indirectly interested in in in a a a transaction or or proposed transaction is is is required to disclose the nature of his/her interest and he/she should not participate in the the debate or vote on
the the matter Related party transactions of the Group are conducted in line with the internal policy Please refer to to note 30 of the the Notes to to the the Financial Statements on
page 232 for details of related party transactions Chairman Effectively leads the Board Guides and monitors the functioning of of the Board of of Directors to to encourage active participation of Directors to ensure a a smooth and timely flow of information to shareholders and to ensure the accurate documentation of proceedings Encourages a a culture of openness respect and and trust and and ensures constructive board discussions Access to Information
Group CEO
Oversees the implementation of the strategy approved by the Board Is responsible for the day- to-day management of the Group UBP INTEGRATED REPORT 2020
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Directors are provided with concise adequate and timely information to to to enable them to to to make informed decisions and to to to discharge their duties and responsibilities Professional Advice
The Directors perform their their duties and exercise their their powers to to the the extent permitted by law They have the the right to to seek independent professional advice at the the expense of of the the Company to to enable them to to discharge their responsibilities effectively Directors’ and and Senior Officers’ Insurance and and Indemnification
The Directors and the Company Secretary benefit from an an indemnity insurance cover for liabilities incurred while performing their duties to the the extent permitted by law FINANCIAL CAPITAL CORPORATE MANAGEMENT STATEMENTS REPORTS GOVERNANCE
APPROACH
ABOUT US INTRODUCTION