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GRAND BANKS YACHTS LIMITED
ANNUAL REPORT
2016
CORPORATE GOVERNANCE REPORT
Access To Information
Principle 6:
In order to fulfill their responsibilities, directors should be provided with complete, adequate and timely
information prior to board meetings and on an on-going basis so as to enable them to make informed
decisions to discharge their duties and responsibilities.
Guidelines Of The Code
Grand Banks Corporate Governance Practices
6.1 Management has an obligation to supply the Board
with complete, adequate information in a timely
manner. Relying purely on what is volunteered
by Management is unlikely to be enough in all
circumstances and further enquiries may be
required if the particular director is to fulfill his duties
properly. Hence, the Board should have separate
and independent access to Management. Directors
are entitled to request from Management and should
be provided with such additional information as
needed to make informed decisions. Management
shall provide the same in a timely manner.
The Directors have separate and independent access to the
Group’s senior management and all Group records at all times
in carrying out their duties.
Detailed Board papers and books are prepared and circulated
in advance for each meeting. This is to give Directors sufficient
time to review the matters to be discussed so that discussions
can be more meaningful and productive. However, sensitive
matters may be tabled at the meeting and discussed without
papers being distributed. The Board books include sufficient
information from the Management on financial, operating and
corporate issues to brief Directors properly on issues to be
considered at both Board and Board Committee meetings.
Such information may also be in the form of presentations made
by senior management in attendance at the meetings, or by
external consultants engaged on specific projects.
6.2 Information provided should include board papers
and related materials, background or explanatory
information relating to matters to be brought before
the Board, and copies of disclosure documents,
budgets, forecasts and monthly internal financial
statements. In respect of budgets, any material
variance between the projections and actual results
should also be disclosed and explained.
The Directors are regularly provided with complete and timely
information prior to meetings to enable them to fulfill their
duties. Management provides members of the Board with
quarterly management accounts, as well as summary monthly
data comparing key actual financial metrics relative to budget
and results from prior periods.
6.3 Directors should have separate and independent
access to the company secretary. The role of the
company secretary should be clearly defined and
should include responsibility for ensuring that board
procedures are followed and that applicable rules
and regulations are complied with.
Under the direction of the Chairman, the company
secretary’s responsibilities include ensuring good
information flows within the Board and its Board
Committees and between Management and non-
executive directors, advising the Board on all
governance matters, as well as facilitating orientation
and assisting with professional development as
required. The company secretary should attend all
board meetings.
The Directors have separate and independent access to the
Company Secretary.
The Company Secretary helps to ensure that applicable rules
and regulations are complied with and assists the Board in
implementing corporate governance practices.
The company secretary attends all board meetings.
6.4 The appointment and the removal of the company
secretary should be a matter for the Board as a
whole.
The appointment and the removal of the Group’s secretary are
subject to the Board’s approval.
