Kesteven and Associates Corporate Governance Documentation

ASX documentation requirements

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These are the documentation requirements stated or implied in the ASX Principles of Good Corporate Governance.

1

Authority Map

Formalise and disclose the functions reserved to the board and those delegated to management.

2

Directors’ independent advice procedure

Procedure for directors to obtain independent advice at organization expense

3

Nomination committee charter

Role and responsibilities, composition, structure and membership requirements

4

Nomination policy

Policy for the appointment of directors

5

Director selection and appointment process

A formal and transparent procedure for the selection and appointment of new directors to the board

6

Codes of conduct

a) To guide the directors, the chief executive officer (or equivalent), the chief financial officer (or equivalent) and any other key executives.
b) To guide compliance with legal and other obligations to legitimate stakeholders.

7

Trading policy

Policy concerning trading in company securities by directors, officers and employees

8

Compliance certification procedure

 

9

Audit committee charter

Role and responsibilities, composition, structure and membership requirements

10

External auditor procedures

Information on procedures for the selection and appointment of the external auditor, and for the rotation of external audit engagement partners

11

Disclosure procedures

Written policies and procedures designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior management level for that compliance.

12

Shareholder communication policy

To promote effective communication with shareholders and encourage effective participation at general meetings

13

Risk oversight and management policy

Describe the roles and respective accountabilities of the board, audit committee, management, and any internal audit function

14

Risk management procedures

A system for identifying, assessing, monitoring and managing material risk throughout the organisation. This system will include the company’s internal compliance and control systems.

15

Performance evaluation process

Performance evaluation of the board, its committees and individual directors, and key executives.

16

New director induction process

Induction procedures designed to allow new board appointees to participate fully and actively in board decision-making at the earliest opportunity.

17

Remuneration policy

 

18

Remuneration committee charter

Role and responsibilities, composition, structure and membership requirements