Corporate governance
Principle 8 Relations with Shareholders & Other Key Stakeholders The Board is responsible for appropriate communication between the organisation, its shareholders, management and collaborators as well as its financial partners. The Group Communication Department also has an important role to play, ensuringup-to-date information is postedon thewebsite and informationboards. Management favours an open-door approach to keep the lines of communication open. Shareholder Relations & Communication TheCompany communicateswith its shareholders in various ways, through its audited Financial Statements, but also through Board meetings as they are also Directors of the Company. The three sole shareholders havingalready received the Financial Statements at the relevant Board meeting, written resolutions are passed in lieu of holding an Annual General Meeting. In addition, the shareholders are in contactwith themanage- ment through the CEO where major issues and opportuni- ties for the Group are brought to their attention. They are actively involved in discussions pertaining to the position, performance and outlook of the organisation. Dividend Policy The Company has no formal dividend policy. However, payment of dividends is subject to the Company’s profit - ability, expenditure requirements and satisfying the solvency test required under the Companies Act 2001. Stated Capital As at 31 December 2020, the stated capital of the Company was Rs 1,619,886,000 comprising 1,620,156 ordinary shares, which are equally held by the three shareholders as per the shareholding structure on page 74.
Shareholders’ Agreement affecting the Governance of the Company by the Board The Directors confirm that, to the best of their knowledge, there was no such agreement in existence during the year under review, i.e. as at 31 December 2020. Since April 2021, the State Investment Corporation Limited (SIC) has acquired a 5.71% stake in the shareholding of the Company and signeda Shareholders’ AgreementwithMessrs Kian Jhuboo, Ezra Jhuboo and Jayeen Jhuboo. Third-Party Management Agreements The Company has not entered into any Third-PartyManage- ment Agreement for the financial year ended 31 December 2020. Profiles of the Management Team The profiles of members of the Management Team of the Group are available on pages 20-25 of this Annual Report. Service Contracts TheManagingDirector andGroupCEOhas a service contract with theCompany sincehis appointment. The service contract is for an indefinite duration. There was no contract of significance to which the Compa - ny was party and in which a Director of the Company was materially interested either directly or indirectly. Interests of Senior Officers – excluding Directors The Senior Officers do not hold any interests in the shares of the Company, whether directly or indirectly.
Material Clauses of the Company’s Constitution
The Company does not have a Constitution and is governed by the Companies Act 2001.
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