Corporate Governance

The National Code of Corporate Governance for Mauritius (2016) consists of 8 principles as follows:

Principle 1     Governance Structure

Principle 2     The Structure of the Board and its Committees

Principle 3     Director Appointment Procedures

Principle 4     Director Duties, Remuneration and Performance

Principle 5     Risk Governance and Internal Control

Principle 6     Reporting with Integrity     

Principle 7     Audit

Principle 8     Relations with Shareholders and Other Key Stakeholders

 

The required disclosures that need to be posted on the website are listed below:

 

Principle 1 -- Governance Structure

The Mauritius Civil Service Mutual Aid Association Ltd (Mutual Aid) is headed by an effective Board of Directors. Responsibilities and accountabilities within the Mutual Aid are clearly identified.

 

Principle 2 -- The Structure of the Board & its Committees

The Board of Directors contains independently minded directors. It includes an appropriate combination of executive, independent and non-independent non-executive directors to prevent one individual or a small group of individuals from dominating the Board's decision taking. The Board of Directors is of a size and level of diversity that is commensurate with the sophistication and scale of the Mutual Aid. Appropriate Board committees have been set up to assist the Board of Directors in the effective performance of its duties.

 

Principle 3 -- Appointment Procedures

As per the Mauritius Civil Service Mutual Aid Association Act, the directors of the Association are appointed by the Minister of Finance. There is a formal, rigorous and transparent process for the appointment, election, induction and re-election of directors. The search for Board candidates is conducted, and appointments made, on merit, against objective criteria (to include skills, knowledge, experience, and independence and with due regard for the benefits of diversity on the Board of Directors, including gender). The Board of Directors ensures that a formal, rigorous and transparent procedure is in place for planning the succession of all key officeholders.

 

Principle 4 -- Director Duties, Senior Executive Remuneration and Performance

The directors are aware of their legal duties. They observe and foster high ethical standards and a strong ethical culture in the Association. Each director allocates sufficient time to discharge his or her duties effectively. Conflicts of interest is disclosed and managed. The Board of Directors is responsible for the governance of the Mutual Aid's Information Strategy, Information Technology and Information Security. The Board of Directors, committees and individual directors are supplied with information in a timely manner and in an appropriate form and quality in order to perform to required standards. The Board of Directors, committees and individual directors have their performance evaluated and are held accountable to appropriate stakeholders. The Board of Directors is transparent, fair and consistent in determining the remuneration policy for senior executives.

 

Principle 5 -- Risk Governance and Internal Control

The Board of Directors is responsible for risk governance and ensures that the Mutual Aid develops and executes a comprehensive and robust system of risk management. The Board ensures the maintenance of a sound internal control system.

 

Principle 6 -- Reporting with integrity

The Board of Directors presents a fair, balanced and understandable assessment of the Mutual Aid's financial, environmental, social and governance position, performance and outlook in its annual report and on its website.

 

Principle 7 -- The Audit

The Mutual Aid considers having an effective and independent internal audit function that has the respect, confidence and co-operation of both the Board of Directors and the management. The Board of Directors has established formal and transparent arrangements to appoint and maintain an appropriate relationship with the Mutual Aid's internal and external auditors.

 

Principle 8 -- Relations with Shareholders and Other Key Stakeholders

The Board of Directors is responsible for ensuring that an appropriate dialogue takes place among the Mutual Aid, its shareholders and other key stakeholders. The Board of Directors respects the interests of its shareholders and other key stakeholders within the context of its fundamental purpose.