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Article NO. Content

Title:

Corporate Governance Best-Practice Principles for Securities Firms  CH

Amended Date: 2019.01.14 
Categories: Corporate Governance
Article 32     A director shall exercise a high degree of self-discipline and if a director himself or herself, or the juristic person the director is acting on its behalf, has an interest in a proposal submitted to the board of directors, he or she shall describe the important information about such interest, and if the risks may be detrimental to the interest of the company, the director shall not participate in discussion and voting of the proposal and shall voluntarily abstain from voting for himself or herself or as proxy for another director. The directors shall practice self-discipline as to their internal relationship and must not support each other in an inappropriate manner.
    The matters with regard to which a director shall voluntarily abstain from voting shall be clearly set forth in the rules for the proceedings of board meetings. A securities firm shall set forth the matters which shareholders, directors, supervisors and other stakeholders apply for director abstaining on a particular proposal in the rules. The rules shall include qualification of applicants, procedure of applying and reviewing and deadline and formula of responding. The proposal that the director being applied for abstaining from voting shall abstain or not shall be submitted to the board for approval. Before resolution, the director shall not participate in or be proxy for voting on this proposal.