亚洲发展银行公司治理准则.pdfVIP

ii Contents IV Preface 1 Introduction 2 Objectives 3 The Principles Appendix 1: The Principles 5 Principle 1: Performance Orientation 6 Principle 2: Nomination and Compensation Committees 8 Principle 3: Disclosure 10 Principle 4: Audit Committee 13 Principle 5: Code of Conduct 14 Principle 6: Conflicts of Interest 15 Principle 7: Environmental and Social Commitment 17 Principle 8: Conduct of the Board of Directors 21 Principle 9: Responsibilities of Investors 25 Principle 10: The Role of Directors in Turnaround Situations 27 Appendix 2: Definitions of Director Independence 32 Appendix 3: Case Study 38 References 42 Acknowledgment iii Preface One of the root causes of the Asian financial crisis The Asian Development Bank expects to work with was the failure in corporate governance. The social institutional investors, business enterprises, costs in terms of the resulting unemployment and multilateral institutions, and bilateral agencies that distress were severe. Consequently, there has been a share these beliefs and principles. From the vantage surge of interest in the principles of good corporate point of institutional investors, good corporate governance. governance is a key risk management tool that can help preserve scarce capital in ways compatible with Asian business and other leaders wish to minimize the their values. The winners among the Asia and Pacific risk of indifferent governance in the future. While private sector will be set apart by their use of several governments and corporations have taken