Implement corporate governance provisions in sophisticated shareholders agreement
To assist the board of a joint venture company incorporated in Hong Kong to implement the corporate governance provisions of the shareholders agreement. The provisions of such involved the creation of committees, creation of corporate governance rules for the group, reserved matters for the board of directors of the joint-venture, or the members etc.
How We Helped
First we reviewed the provisions of the shareholders agreement and articles of association to extract the relevant clauses and create shared folders for the directors and for the executive management. The shared folders were to ensure all stakeholders (whether they were connected to a shareholder or not) had access to the information. In particular, the financial reporting duties and the reserved matters.
Then we assisted the executive management with the elaboration of tools (including a retro-planning for board of directors meeting, and straightforward corporate governance rules for the managers of subsidiaries) and implementation of such.
The implementation of the corporate governance tools designed with the support of our team has progressively streamlined the preparation of the board meetings and ensured the corporate governance provisions of the shareholders agreement were timely dealt with.