354. Every listed company should prohibit the dealing in its securities by directors, officers and other selected employees of the company for a designated period preceding the announcement of its financial results. 355. Directors, officers and employees of the company should not, whether for their benefit or for the benefit of other persons, operate any […]

348. A company must establish mechanisms, procedures and systems whereby – (a) a majority of minority shareholders can trigger mediation, conciliation or arbitration procedures to resolve conflicts between minority and controlling shareholders; and (b) conflicts between shareholders and the company or between controlling shareholders and minority shareholders can be resolved through mediation, conciliation or arbitration. […]

341. Supervising oneself is a typical conflict of interest situation and must be avoided hence the need to keep the positions of chairperson of the Board and chief executive officer separate. 342. Transactions between the company and a major or majority shareholder should be at arm’s length, transparent and the essential terms thereof must be […]

336. To ensure effective prevention and resolution of company conflicts, any conflict which arises or may arise should be identified at a very early stage and should be resolved effectively, expeditiously and efficiently. 337. Obtaining, attempting to obtain, or accepting any bribe, secret commission or illegal inducement of any sort may give rise to corporate […]

329. In preventing or resolving corporate conflicts the needs, interests and rights of the disputants must be taken into account and the processes involved must be cost effective. 330. Inquisitorial alternative dispute resolution mechanisms as opposed to the adversarial court based dispute resolution method should be preferred in corporate dispute or conflict resolution because these […]

Preamble: 324. Corporate conflicts are inherent in business. They may be internal or external to the company. There is therefore a need to prevent conflicts and, where they occur, they should be resolved inexpensively and timeously. Principles: 325. Prevention and resolution of corporate conflicts makes it possible to safeguard the rights of shareholders and protect […]

Principle: 323. The chief executive officer and the management of the company should report to the Board and the Board to the shareholders. Any deviation from this order of reporting must be disclosed by the Board to the shareholders with reasons therefore. According to the NATIONAL CODE ON CORPORATE GOVERNANCE ZIMBABWE

320. To the extent that the integrated report is subject to assurance, the name of the assurer should be clearly disclosed together with the period under review, the scope of the assurance exercise and the methodology adopted. 321. The Board should delegate to the audit committee the general oversight function of integrated disclosure. This committee […]

319. The integrated report should – a) be prepared every year and contain adequate information about the company’s operations, sustainability issues pertinent to its business, its financial results and the results of its operations and cash flows projections; b) be focused on substance rather than form and disclose information that is complete, timely, relevant, accurate, […]

Principles: 317. Integrated reporting incorporates a company’s strategy, governance, financial performance and future outlook in one report. The report should also contain environmental, social and governance issues which impact on the company’s operations. The integrated report should be guided by the requirements of the Global Reporting Initiative’s International Integrated Reporting Council (IIRC) as published from […]