Bringing an independent view
As well as the Board Charter, Colorpak has a Corporate Governance Code, which provides more specific detail on how the Board will meet its responsibilities under the Charter.
In particular, the Code deals with Director Independence and states that, as a matter of principle, a majority of the directors are and must be independent non-executive directors. The positions of Chairman and Managing Director are required to be held by separate persons and the position of Chairman of the Board is always to be filled by a non-executive director.
This approach ensures that there are sufficient non-executive directors to:
- bring an "independent" view to the Board's deliberations;
- help the Board (and the Chairman) provide Colorpak Limited with effective leadership and ensure that Colorpak Limited is competently run in its own best interests and consequently in the best interests of all stakeholders;
- foster the continuing effectiveness of the Managing Director and management.
The Board recognises that various principles and factors are relevant in determining independence. It is intended that a sufficient number of non-executive directors be classed as independent directors, to satisfy the requirement that a majority of the board be constituted by a majority of independent non-executive directors, having regard to applicable best practice principles