Appendix A OECD Principles for Corporate Governance Rights, Obligations of Shareholders:
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• Equitable Treatment of Shareholders:
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Role of Stakeholders in Corporate Governance:
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Transparency, Disclosure of Information and Audit
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Corporate governance framework should protect shareholder rights. 1 share, 1 vote; sufficient and relevant information from companies; participate in an annual general meeting; vote; share in residual profit (dividends); protection of minority rights; fairness and transparency of company operations. Obligations: use voting rights. Corporate governance framework should ensure equitable treatment of all shareholders, including minority and foreign shareholders. Same voting rights (within same class of shares etc). All shareholders of same class should be treated equally. Corporate governance framework should ensure rights of stakeholders are protected by law and that these rights are respected. Effective redress for violation of rights. Encourage the role of stakeholders in the corporation in a manner that enhances the performance of the corporation and the market. Provision for disclosure of information relevant to interests of stakeholders. Corporate governance framework should ensure the full, timely and detailed disclosure of information on all material matters, including its financial situation, performance, ownership structure and governance of the corporation. Includes establishment of (internal) audit committee. Transparency/disclosure includes disclosure of information on: financial/operating results - ownership structure - members of Board of Directors and management - quantitative and qualitative matters concerning employees and other stakeholders in the corporation. - governance structures and policies - corporate targets and prospects - execution of unusual and complex transactions, transactions on derivative products and their level of risk.
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