Annual Report 2011 - 2012 - Colombo Stock Exchange

05
CORPORATE GOVERNANCE
COMPLIANCE
Statements of Compliance of the Principles under the Listing Rules of Colombo Stock Exchange and the Code of Best Practice of Corporate
Governance jointly issued by the Securities and Exchange Commission of Sri Lanka and The Institute of Chartered Accountants of Sri Lanka are as
follows. The Company's level of compliance with the CSE's New Listing Rules is given below.
Corporate Governance
Principles
CSE Rule Reference
Compliance Status
Company's Level of Compliance
Non- Executive Directors
7.10.1
Compliant
Three out of Five Directors are Non-Executives.
Independent Directors
7.10.2 (a)
7.10.2 (b)
Compliant
Two out of three Non Executive Directors are
independent. Each Non-Executive Director has
submitted a declaration of his independence or
non-independence as required under the Listing
Rules of the CSE.
Disclosures relating to
Directors
7.10.3
Compliant
Given under the heading of “Board of Directors” of
this Report and also refer to pages 07 - 08.
Remuneration
Committee
7.10.5 (a)
Compliant
The Committee comprises of three Non -
Executive Directors, out of which two are
independent.
The members of Committee are under the direct
supervision of the Remuneration committee of the
Parent Company which comprises of three (03)
Non – Executive Directors, majority of whom are
Independent.
7.10.5 (c)
There were no remuneration paid for directors
during the financial year.
Audit Committee
7.10.6 (a)
Compliant
The Audit Committee comprises of three Non -
Executive Directors, majority of whom are
Independent.
7.10.6 (c)
The higher management personal attended such
Audit Committee Meetings.
The Colombo Pharmacy Company PLC
Annual Report 2011 - 2012
Corporate Governance
12