Foundational Principles of Corporate Governance Code

The Corporate Governance Code provides a robust and principled framework designed to promote transparency, accountability, and long‑term value creation among listed issuers. At its core, the Code recognises that effective corporate governance is fundamental to building trust with shareholders and other stakeholders, while supporting sustainable business growth in an increasingly complex regulatory and commercial environment. A key strength of the Code lies in its balanced structure. It combines mandatory disclosure requirements with a flexible “comply or explain” approach, acknowledging that governance practices must be adapted to the specific circumstances, size, and risk profile of each issuer. Rather than imposing a rigid, one‑size‑fits‑all model, the Code encourages boards to apply sound governance principles in a manner that best supports their strategic objectives, while remaining transparent about any deviations from prescribed provisions. The Code places significant responsibility on the board of directors, emphasising leadership, ethical conduct, effective oversight, and clear division of roles between governance and management. It also highlights the importance of board diversity, independence, continuous professional development, and well‑functioning board committees to ensure informed decision‑making and effective risk management. Importantly, the Corporate Governance Code is closely linked with Environmental, Social and Governance (ESG) considerations. By integrating ESG oversight into governance structures, the Code reinforces the board’s role in identifying material risks and opportunities, strengthening resilience, and delivering sustainable value over the long term. Overall, the Corporate Governance Code serves not only as a compliance framework, but as a practical guide for issuers seeking to enhance governance standards, foster investor confidence, and adapt responsibly to evolving business and societal expectations.