Appendix C: A Corporate Governance Statement

In paragraph 777 on page 110 we recommend that shareholding local authorities encourage company boards to include a corporate governance statement in their Statement of Corporate Intent. A corporate governance statement could cover the following elements.

• Structure, function, and obligations of the board, addressing:
  • role of the board;
  • mix of executive and non-executive directors;
  • size and structure of the board, including the composition and roles of board committees;
  • obligations of the board in relation to the SCI, the annual report, and the statement of shareholder expectations;
  • policies for the provision of services to the company by directors; and
  • customer service obligations.
• Guidance and resources provided to directors, identifying:
  • resources available to directors to carry out their duties;
  • ongoing director training programmes;
  • succession planning for the board;
  • the code of conduct for the organisation, including a commitment to having appropriate regard for its social obligations, environmental responsibilities and community welfare; and
  • processes for evaluating the performance of the board and of individual directors.
• Significant policies in place for accountability, including:
  • specific policies for communicating with shareholders and other stakeholders;
  • risk management policies and procedures; and
  • policies for the selection and remuneration of directors and the chief executive.