ECONOMYNEXT – Listed companies will come under tighter corporate governance rules, which are in line with international standards, from October 2023, Sri Lanka’s Securities and Exchange Commission said.
“High standards of Corporate Governance with accountability and transparency are critical to building investor confidence in the capital market and is therefore a priority on the SEC’s regulatory agenda,” the SEC said in a statement.
“Based on the stakeholder and public responses the Rules were revised to enhance the governance structures and responsibilities of the Board of Directors and Board Committees of the companies.
“These amendments which are in line with global best practices are intended to give clear direction on good Board and management practices that will help build investor and stakeholder confidence.”
According to the amended Rules, Listed Companies are required to, among others, establish and maintain Board Policies for Risk Management and Internal Controls, Relations with Shareholders and Investors, Whistleblowing, Corporate Disclosures, Environmental, Social and Governance Sustainability and Anti-Bribery and Corruption.
The Rules will require Listed Companies to disclose these policies as well as the implementation details on their annual reports and websites.
To improved checks and balances Nomination and Governance Committees, Remuneration Committees, Audit Committees, Related Party Transactions Review Committees and where appropriate Risk Committees have to be set up.
A minimum number of Board members, segregation of the position of Chairman and Chief Executive Officer, appointment of a Senior Independent Director in specific instances, ‘Fit and Proper’ Assessment Criteria for directors and CEOs, criteria for determining independence of directors and requirements on Alternate Directors.
The rules are effective from October 01, but extensions can be given for some rules, SEC said.
The rules were developed in collaborations with the Colombo Stock Exchange and industry.
The last update of the Rules on Corporate Governance was in 2008.