The new system of governance, issued by the Securities and Commodities Authority, outlines 22 tasks and responsibilities that the chairman of the board of directors of public joint-stock companies must undertake, explaining in the new system that these tasks must be assumed by the chairman of the board in particular, and they are in the order that was mentioned in Guide:
1 Ensure that the Board of Directors works effectively, carries out its responsibilities and discusses all major and appropriate issues on time.
2 Setting and adopting the agenda for every meeting of the Board of Directors, taking into account any issues that members propose to include on the agenda, and the Chairman of the Board may authorize a member of the Board of Directors or the Secretary of the Board of Directors under his supervision.
3 Encouraging all members to participate fully and effectively to ensure the behavior of the board of directors in a manner that achieves the interests of the company, and to ensure that the members of the board of directors perform their duties to achieve the interests of the company.
4 Work to take appropriate measures to ensure effective communication with shareholders and convey their views to the Board of Directors.
5 Holding regular meetings with non-executive board members without the company executives attending.
6 Facilitating the effective contribution of the members of the Board of Directors, especially non-executives, creating constructive relationships between executive and non-executive members, and working to create a culture that encourages constructive criticism.
7 Ensure that members of the Board of Directors receive all the necessary information that is clear, accurate and not misleading in order for them to perform their duties.
8 Ensure that the Board of Directors is subject to annual evaluation.
9 Ensure that the performance of members of the management team and members of the Board of Directors is evaluated at least once a year.
10 Ensuring the participation of the members of the Board of Directors upon their appointment in an induction program.
11 Ensuring that members of the Board of Directors receive training programs.
12 Ensure that the Board of Directors has sufficient time for consultation and decision-making.
13 Representing the company in front of others according to the provisions of the Companies Law and the company's internal regulations.
14 Taking into account any issues raised by the members of the board of directors or the external auditor, consulting with members of the board and the executive director when preparing the council’s agenda, and ensuring that minutes of meetings are maintained.
15 Ensure that the Council and its committees are functioning properly and in accordance with applicable laws and regulations.
16 Ensuring that the members of the Board of Directors obtain the approval of the Market’s Board of Directors to trade the shares of the company.
17 Ensuring that the Council is elected as Vice-Chair.
18 Ensure that every member of the board of directors is presented at every meeting of the board in recognition of the interest to avoid issues of conflict of interest.
19 Ensuring that members of the Board of Directors disclose information and actions that must be disclosed in accordance with the legislation in force in the capital market.
20 Notifying the general assembly during the holding of the works and contracts in which any member of the board of directors has a direct or indirect interest. The notification includes the information provided by the member to the Board of Directors, and this notification shall be accompanied by a special report from the company's external auditor.
21 Support and encourage standards of corporate governance and ethical culture within the council as well as within the company.
22 Ensuring effective channels of communication with shareholders and stakeholders.
Appropriate and appropriate standards
The new corporate governance system issued by the Securities and Commodities Authority has specified that members of the board of directors are required to meet individually and collectively at all times to meet appropriate and appropriate standards, and to enjoy the experiences, knowledge, competencies, skills and independence that enable them to perform their duties efficiently and effectively. .
He clarified that every member of the board of directors and senior officials of the executive management must have the following in particular:
- Leadership and competency skills: appropriate leadership skills, industry knowledge, technical skills, and effective communication skills necessary to carry out their roles and responsibilities effectively.
- Integrity: the members of the board of directors must always act in good faith and in the interests of the company, and the members of the board of directors must act ethically, and work to instill an ethical culture within the company.
Accountability: The members of the Board of Directors are responsible for their actions and decisions (in their capacity as members of the Board of Directors and members of the boards of directors of the Board of Directors) in relation to the company.
Transparency: Board members must be transparent in carrying out their duties.
The record of the members of the Board of Directors: It means that he has not been previously convicted of a felony or misdemeanor against honor and trust, or in the crime of money laundering and terrorist financing.
Ensure that the Board of Directors works effectively, carries out its responsibilities and discusses key issues on time