Corporate Governance Framework
We have a two-tier corporate governance framework to reflect our corporate structure:
- Shwe Taung Development Board is the Group Board. It has the responsibility to manage the performance and governance of the Group. The Group Board has six directors and three committees to ensure an efficient oversight of its responsibilities. It meets at least once every quarter.
The Group Board is supported by boards and management committees in Shwe Taung’s six business sectors.
During the General Meetings, the shareholders:
- elect the Directors of the Board,
- approve the remuneration of the Directors,
- approve the external auditors,
- approve the Group’s strategy and the allocation of its resources to sustain its ability to create social and economic values for all the stakeholders concerned.
The Group Board is elected by shareholders to oversee and guide management with the goal of creating long-term shareholder value for the company and its stakeholders. Its purpose is to focus on:
- defining group-wide strategies
- validating major new investments, capital allocation
- reviewing group policies, organizational development, and
- ensuring group-wide oversight/assurance functions
Therefore, the Group Board shall:
- approve the Group’s mission and vision
- safeguard the Group’s ability to create long-term value both for its shareholders and stakeholders
- monitor the implementation of the Group’s strategic business plans
- nominate directors to represent the Group on business sector boards
- nominate and appoint key executives of the business sectors, including the CEO
- develop and approve Group policies and procedures to be implemented at business sector level
- oversee and support the other boards operating within the Group and especially the boards of each business sector
The responsibilities of the chairperson of the Board include ensuring that:
- the meetings and activities of the Board are conducted in accordance with the Group’s Corporate Governance Manual and to all relevant laws
- Directors receive enough training to develop and maintain their knowledge
- Board Directors can fulfill their responsibilities by receiving timely information, and by allocating sufficient time to make informed decision
- Directors’ remuneration reflects their contribution to developing and strengthening the Group’s sustainability
- Board performance is assessed at least annually.
The Group will appoint a Group Secretary soon, which role will be to assist the chairperson in organizing the Board’s activities to ensure their effectiveness.