290. The company should have a written policy on disclosure.

291. Disclosure should include material information on –
(a) financial and operating results of the company;
(b) company’s objectives;
(c) major share ownership and voting rights;
(d) members of the Board and key Executives;
(e) material foreseeable risk factors;
(f) material issues regarding employees and other stakeholders;
(g) governance structures and policies;
(h) capital structure and arrangements,if any,which enable certain shareholders to obtain a degree of control disproportionate to their equity ownership;
(i) the extent to which projects and policies that diverge from the primary corporate objective of generating long term economic profit are pursued;
(j) sources of funds used to re-purchase shares by the company, the number of shares re-purchased, the price, the method of re-purchase and such other information as may be required in the public interest or for the protection of shareholders;
(k) management decisions and analysis reports on –
(i) industry structure and developments;
(ii) opportunities and threats;
(iii) segment or product performance;
(iv) outlook;
(v) risks, concerns and internal control systems and their adequacy;
(l) financial performance with respect to operational performance;
(m) material developments in human resources and industrial relations, including the number of people employed, their gender and age profiles;
(n) transactions which have a bearing on conflict or convergence of interests on the part of directors, senior management, shareholders and other stakeholders;
(o) the financial situation, performance, ownership and governance of the company;
(p) reasons for any resignation or removal of any member of the Board;
(q) disclosure to the Board of the main assets of each Board member as of the date of the report;
(r) the structure of the board, highlighting its size, mix of skills and the attendance frequency of Board members;
(s) whether or not the chief executive officer doubles as Board chairperson and, if so, detailed reasons why that is so together with the voting results on this issue if any poll was demanded and taken;
(t) the work of, and reports prepared by, committees including the names and status of the committees and the committee meetings attendance registers;
(u) earnings results, requisition or disposal of assets, changes in the composition of the Board, related party transactions, shareholding by directors and changes to share ownership;
(v) the company’s current situation and prospects and the manner in which it operates and applies corporate governance principles;
(w) whether one or several shareholders caused an increase of share capital by contribution in kind and the reasons therefore;
(x) comments of the Board on the adequacy of the internal controls of the company;
(y) the nature and extent of the company’s social transformation, ethical, safety, health and environmental management policies and practices; and
(z) full reasons for the resignation or dismissal of external auditors, if that has happened.

• According to the NATIONAL CODE ON CORPORATE GOVERNANCE ZIMBABWE