8. Information on Directors/Senior Management/Major Shareholders
Company No. 158400-V 8. INFORMATION ON DIRECTORS/SENIOR MANAGEMENT/MAJOR SHAREHOLDERS 8.1 Board of Directors The Board of Directors has adopted the following six responsibilities for eÅective discharge of its functions: ‚ Reviewing and adopting a strategic plan for the Company; ‚ Overseeing the conduct of the Company's business to evaluate whether the business is being properly managed; ‚ Identifying principal risks and ensuring the implementation of appropriate systems to manage these risks; ‚ Succession planning, including appointing, training, Ñxing the compensation of and, where appropriate, replacing senior management; ‚ Developing and implementing an investor relations programme or shareholder communications policy for the Company; and ‚ Reviewing the adequacy and the integrity of the Company's internal control systems and management information systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines. SpeciÑcally, and within the limits set by the Company's Articles of Association, the Board of Directors is charged with the review and approval of corporate plans, annual budgets, acquisitions and disposals of undertakings and properties of substantial value, major investments and Ñnancial decisions and changes to the management and control structure within the Company and its subsidiaries, including key policies and delegated authority limits. Under its Articles of Association, the Company must have at least three and not more than 15 directors. A director is not required to hold any qualiÑcation share in the Company. As at the date of this Prospectus, the Company's Board of Directors consists of 9 directors. Under the Articles of Association, one third of the directors must retire at each annual general meeting of shareholders but are eligible for re-election.
[Show full text]