Topic 4: Strengthening Internal Control and Ethics Management

Ms Bonnie CHAN, Vice President, Investor Services, Corporate Communications Department, Hong Kong Exchanges and Clearing Limited represented the two Putonghua discussion groups to report back on the topic "Strengthening Internal Control and Ethics Management". Her sharings were as follows.

  • There were a number of acts that fell in the grey area in the case study. We foresaw that these acts would eventually turn into irregularities and even illegal ones.

  • The Chairman was a dominant leader. The situation was rather difficult to deal with because he overrode the company's internal control system.

  • The company secretary failed to play her role fully. A company secretary, being the secretary of the board of directors and the audit committee, was responsible for making proposals to the Chairman and the board to strengthen the corporate governance measures, but not just speaking to the Managing Director.

  • Professionals must walk the talk. Company secretaries, compliance officers, auditors and lawyers, had to act in a professional manner and in good faith. Only in that way could an ethical culture be rooted in a company and the monitoring system be implemented effectively.

  • To nip evils in the bud and avoid conflicts of interest, a transparent internal control system should be implemented in advance. A company should formulate its own code of conduct for its directors and staff, strengthen the monitoring system, and arrange integrity training to upgrade corporate governance standard.