Corporate Governance

Fan Milk Plc’s Board and Management have continued to demonstrate very strong commitment to achieving the highest standards of corporate governance in the direction and control of the company’s business. As a registered company, the basis for effective corporate governance is provided by the “Code of Best Practice on Corporate Governance” for public companies launched by the Securities and Exchange Commission.

The Board consists of the Chairman, with no executive responsibilities, the Chief Executive Officer, and six non-executive Directors. The Board is responsible for determining the general policies of the Company. Members of the Board are experienced professionals of diverse backgrounds. The Chairman is responsible for leading and managing the Board while other non-executive Directors are able to challenge, monitor and approve strategies and policies recommended by the Managing Director.

The Board maintains a good relationship with its shareholders and ensures that shareholders are given at least 21 days notice of general meetings.

The Board has delegated the responsibility for the day-to-day management of the Company to the Managing Director who is supported by the Management Committee.

The Board determines the remuneration of the Managing Director and ensures there is full disclosure of his remuneration in the Company’s annual reports.

The Board of Directors holds its meeting once every quarter. It may, however, convene extra-ordinary meetings if there is the need for such.

One shareholder, Danish Dairy Services A/S, holds 62% of the issued share capital and is represented on the Board.

The Audit Committee is established in compliance with section 359 (6) of the Companies and Allied Matters Act 1990. It is a 4 member Committee consisting of 2 Directors and 2 shareholders, with a shareholder as the Chairman of the Committee.