| (P)A. |
Rights of shareholders |
|
|
|
| (P)A.1.1 |
Did the company fail or neglect to offer equal treatment for share repurchases to
all shareholders? |
|
|
N |
| (P)A.2 |
Shareholders, including institutional shareholders, should be allowed to consult with each other on issues concerning their basic shareholder rights as defined in the Principles, subject to exceptions to prevent abuse. |
|
|
N |
| (P)A.2.1 |
Is there evidence of barriers that prevent shareholders from communicating or consulting with other shareholders? |
|
|
N |
| (P)A.3 |
Right to participate effectively in and vote in general shareholders meeting and should be informed of the rules, including voting procedures, that govern general shareholders meeting. |
|
|
N |
| (P)A.3.1 |
Did the company include any additional and unannounced agenda item into the notice of AGM/EGM? |
|
|
N |
| (P)A.3.2 |
"Was the Chairman of the Board and the Chairmen of all Board Committees and
the CEO absent from the most recent General Meeting?" |
|
|
N |
| (P)A.4 |
Capital structures and arrangements that enable certain shareholders to obtain a degree of control disproportionate to their equity ownership should be disclosed. |
|
|
N |
| |
Did the company fail to disclose the existence of: |
|
|
N |
| (P)A.4.1 |
Shareholders agreement? |
|
|
N |
| (P)A.4.2 |
Voting cap? |
|
|
N |
| (P)A.4.3 |
Multiple voting rights? |
|
|
N |
| (P)A.5 |
Capital structures and arrangements that enable certain shareholders to obtain a degree of control disproportionate to their equity ownership should be disclosed.
|
|
|
N |
| (P)A.5.1 |
Is a pyramid ownership structure and/ or cross holding structure apparent? |
|
|
N |
| (P)B. |
Equitable treatment of shareholders |
|
|
N |
| (P)B.1 |
Insider trading and abusive self-dealing should be prohibited. |
|
|
N |
| (P)B.1.1 |
Has there been any conviction of insider trading involving directors/commissioners, management and employees in the past three years? |
|
|
N |
| (P)B.2 |
Protecting minority shareholders from abusive action |
|
|
N |
| (P)B.2.1 |
Has there been any cases of non compliance with the laws, rules and regulations pertaining to material related party transactions in the past three years? |
|
|
N |
| (P)B.2.2 |
Were there any RPTs that can be classified as financial assistance (i.e not conducted at arms length) to entities other than wholly-owned subsidiary companies? |
|
|
N |
| (P)C. |
Role of stakeholders |
|
|
N |
| (P)C.1 |
The rights of stakeholders that are established by law or through mutual agreements are to be respected. |
|
|
N |
| (P)C.1.1 |
Have there been any violations of any laws pertaining to labour/employment/ consumer/insolvency/ commercial/competition or environmental issues? |
|
|
N |
| (P)C.2 |
Where stakeholders participate in the corporate governance process, they should have access to relevant, sufficient and reliable information on a timely and regular
basis. |
|
|
N |
| (P)C.2.1 |
Has the company faced any sanctions by regulators for failure to make announcements within the requisite time period for material events? |
|
|
N |
| (P)C.2.2 |
Is there any evidence that the company is engaging in greenwashing activities? |
|
|
N |
| (P)D. |
Disclosure and transparency |
|
|
N |
| (P)D.1 |
Sanctions from regulator on financial reports |
|
|
N |
| (P)D.1.1 |
Did the company receive a "qualified opinion" in its external audit report? |
|
|
N |
| (P)D.1.2 |
Did the company receive an "adverse opinion" in its external audit report? |
|
|
N |
| (P)D.1.3 |
Did the company receive a "disclaimer opinion" in its external audit report? |
|
|
N |
| (P)D.1.4 |
Has the company in the past year revised its financial statements for reasons other than changes in accounting policies? |
|
|
N |
| (P)E. |
Responsibilities of the Board |
|
|
N |
| (P)E.1 |
Compliance with listing rules, regulations and applicable laws |
|
|
N |
| (P)E.1.1 |
Is there any evidence that the company has not complied with any listing rules and regulations apart from disclosure rules over the past year? |
|
|
N |
| (P)E.1.2 |
Have there been any instances where non-executive directors/commissioner have resigned and raised any issues of governance-related concerns? |
|
|
N |
| (P)E.2 |
Board structure |
|
|
N |
| (P)E.2.1 |
"Does the Company have any independent directors/commissioners who have served for more than nine years or two terms of five years each (which ever is higher) in the same capacity?
1 The five years term must be required by legislation which pre-existed before the introduction of the ASEAN Corporate Governance Scorecard in 2011"
|
|
|
N |
(P)E.2.2
|
Did the company fail to correctly identify the description of all their directors as independent, non-executive, and executive? |
|
|
N |
| (P)E.2.3 |
Does the company have any independent directors/non- executive/commissioners who serve on a total of more than five boards of publicly-listed companies? |
|
|
N |
| (P)E.3 |
External Audit |
|
|
N |
| (P)E.3.1 |
Is any of the directors or senior management a former employee or partner of the current external auditor (in the past 2 years)? |
|
|
N |
| (P)E.4 |
Board structure and composition |
|
|
N |
| (P)E.4.1 |
Has the chairman been the company CEO in the last three years? |
|
|
N |
| (P)E.4.2 |
Do non-executive directors/commissioners receive options, performance shares or bonuses? |
|
|
N |