Jamaica Stock Exchange Best Practices Awards will be held on December 8, 2010 at the Pegasus Hotel. Keynote Speaker: The Most Hon. Sir Patrick Allen Governor General of Jamaica

1. 1. How many directors are on your Board? ………………………………
   2. Are the roles of CEO and Board Chairman separated or combined? …………..…Separated/Combined…
   3. How many of the members of the Board are independent directors? ……………………
   4. Please state the Company’s definition of an independent director …………………………………………

1. Appointment Process:
   1. Does the Company have a written policy regarding nomination to the Board? ………Yes/ No…….

1. 1. Is there a Nomination Committee? ………………………………………..Yes/No………… If yes:

1. 1. How does the Nomination Committee or other responsible body (if any, please specify ………………….

1. Induction, Orientation & Training:
   1. Is there a formal process of director induction and orientation? …………………..Yes/No…..
   2. Please briefly describe the process of induction? …………………………………………………………

1. 1. Have board members participated in training on Corporate Governance? …………Yes/ No…

INSTRUCTOR	INSTITUTION	DURATION

1. Sub-committees of the Board of Directors:
   1. How many sub-committees of the Board of Directors do you have? ……………….. Please list and provide other information in the table below:

Name of Committee	# of Indep. Members	# of Non-exec Members	# of Exec Members	# of Other Members	Charter or Terms of Reference in Place?
					YES / NO
					YES / NO
					YES / NO
					YES / NO
					YES / NO
					YES / NO
					YES / NO
					YES / NO
					YES / NO

1. Board Performance Reviews:
   1. Is there periodic review of the Board’s performance? ……………………. Yes/No……..
   2. Is there periodic review of individual Directors’ performance? …….….….Yes/No……..
   3. Is there periodic review of Board sub-committees’ performance? ……..….Yes/No……..
   4. If yes to any of the above, how often are reviews undertaken?

	Frequency of Review
Board
Sub-committees
Individual Directors

1. 1. Who conducts the review/evaluation? Directors themselves/Consultants/External Auditors/Other…

1. 1. Are there set Board performance indicators? ……………………………………. .Yes/No …….

1. How long is the term of each director? ………………years.

1. Are directors’ terms organized so as not to run concurrently, to allow for some continuity? ….Yes/No …

1. How often does the Board of Directors meet? …………………Monthly/Quarterly/Semi-Annually/Other…

1. How many Board meetings were held in the 12-month period ended March 31, 2009? …………

1. Does the board, or a board sub-committee, approve the institution’s systems of internal controls? ….…Yes/No ..

1. Does the organization have a corporate governance (CG) charter or framework? ……. Yes/No ….
   1. If yes, is there a review of the charter/code on a periodic basis? ……. Yes/No ….  

DONE BY	FREQUENCY OF REVIEW	APPROVED BY BOARD
Committee, Name:		Yes / No
Other:		Yes / No

1. Does your company’s CG code comply with the PSOJ’s CG code? …………………….…Yes/No…. Please attach a copy of your CG code for review.

1. Is there a written corporate social responsibility (CSR) policy in place? ……. Yes/No …. If yes, please attach evidence of how was this communicated to shareholders and/or the public.

1. Does your organization benchmark its CG and CSR policies against international best practices? ……Yes/No… If yes, please give references …………………………………………………………………………………………… …………….……………………………………………………………………………………………………………………………………………………………………………………………………………………………………
   1. Does your company have a Foundation associated with it? ……………………..……. Yes/No …. If yes, please state its name and outline its activities?…………………………………………………………………………………… ………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………

1. Which board members &/or senior executives are primarily charged with implementation and enforcement of corporate governance best practices, and why? …………………………………..……………………………… ………………..………………………………………………………………………………………………………………………………………………………………………………………………………………………………

1. What information is provided to the Board of directors prior to board meetings? Please check all that apply.

1. How far in advance of Board meetings is this information consistently circulated? Please check one:

1. Is the performance of the chief executive officer appraised at least annually? ………………..…..Yes/No…

1. Is the performance of senior management appraised at least annually? ………………..…………..……..Yes/No…

1. Have senior managers attended training on Corporate Governance? ……………………Yes/No… If yes, please state:
   1. The percentages of senior management that were trained: ____%
   2. The instructor(s) and institution(s) that conducted the training and the trainings’ duration ………

1. Is there an information disclosure policy, which dictates the type of information that could be disclosed to the public and the timeliness of response? …………………………………………………………….Yes/No. If yes, please attach evidence.

1. How is the public kept abreast of company information? Please check all that apply:

1. What types of information may be disclosed to the public pursuant to your information disclosure policy? Please check all that apply.

1. Is there a policy on disclosing related party transactions to the shareholders? ………….…. Yes/No ….

1. What information is revealed to shareholders in advance of the AGM? Please check all that apply.

1. Does your Company disclose the remuneration policy in the annual report? ……..…. Yes/No …. If yes, please attach evidence.

1. Does your Company define “independent director” in its Annual Report? ……………………….Yes/No………

1. Is there a written risk management (RM) policy in place? …..…………….…Yes/No… If yes, please attach evidence.

1. Does the Company have a Business Continuity and/or Disaster Recovery Plan? …..Yes/No…. If yes, please attach evidence.

1. Has the Company adopted an enterprise-wide approach to RM? … Yes/No… If yes, please describe approach and/or attach evidence…………………………………………………………………………………………………………………………………

1. Do you have a corporate risk register (central register of loss incidents)? ….………………………….Yes/No…. If yes, please describe and/or attach evidence ……………………………………………………………………….

1. Does corporate governance compliance, or its associated elements, feature in your corporate risk register? If yes, please supply details ……………………………………………………………………………………………..…..

1. Please provide a brief overview of your Company’s systems and procedures for risk identification, measurement, monitoring and control specifically indicating, where applicable, the role of the Board in this process …………… …………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………

1. Is a risk control self-assessment of each business area in your organization conducted periodically? …Yes/No… If yes, please describe the process ……………………………………………………………………………………

1. Are internal control policies communicated to all employees? If yes, how? ….Yes/No…………………………………….

1. Does your organization benchmark its risk management policies against international best practices? …….Yes/No….  If yes, please give references………………………………………………………………………

Title: …………………………………………                                       Title: …..……………………………………….