Governance Framework
Constance Hotels Services Ltd (CHSL) is a Public Interest Entity as defined by the Financial Reporting Act 2004. The Board is ultimately responsible and accountable for leading and controlling the Company, in accordance with the terms of reference outlined in the Board Charter, and meeting all legal and regulatory requirements. The Board acts in the best interests of the Company and its business, whilst taking into consideration the interests of the Company’s Shareholders and other Stakeholders.
Constance Hotels Services Limited is engaged in adhering to the National Code of Corporate Governance for Mauritius (2016) issued by the National Committee on Corporate Governance and in upholding standards of corporate governance through company-wide awareness of its business ethics and the stewardship and supervision of its Management by the Board of Directors (“Board”) and Committees of the Board.
Constitution CHSL
Organisational Chart
Board and Board Committees
The Company is managed by a unitary Board. At year end, the Board consisted of two Independent, five Non-Executive and three Executive Directors, including two female Directors. The Chairman is a Non-Executive Director.
The Board structure consists of the Board of Directors, the Audit (Risk Management) Committee, the Corporate Governance Committee, the Nomination and Remuneration Committee and the Company Secretary, underpinned by related Charters, Policies and Codes.
Board of Directors Charter
Audit (Risk Management) Committee Charter
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Members
Corporate Governance Committee Charter
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Members
Nomination and Remuneration Committee Charter
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Members
Nomination and Appointment Process
Directorate
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Directors
Company Secretariat
The Company Secretariat function has been entrusted to ECS Secretaries Ltd, represented by Mrs Marie-Anne Adam and Mr Yan Béchard. Both are fully qualified secretaries from the Institute of Chartered Secretaries and Administrators (ICSA). As such they qualify to act as Company Secretary in accordance with qualifications required by the Companies Act 2001.
Key Senior Governance Executives
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Jean Jacques Vallet
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Andrew Milton
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Siegfried Espitalier Noël
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Kevin Chan Too
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Julien Coette
Statement of Major Accountabilities
Position Statements of Key Senior Governance Positions
Codes & Policies
The organisation’s Code of Ethics and Conduct
The Code of Ethics and Conduct for Directors
The Conflict of Interest and Related Party Transactions Policy
The IT Information Security Policy
The IT Code of Practice
All policies, codes and charters are approved by the Board on the recommendation of its relevant Committee and are applied throughout the Group. Certain Policies and Codes are subject to review at least annually whilst Charters are reassessed every two years, unless otherwise required.