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SEC announces revisions to corporate governance rules after 15 years

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key rules include minimum number of Board members, segregation of the position of Chairman and CEO
  • Amendments are aimed at reinforcing investor confidence in the capital market

  • Listed Companies required to establish policies for whistleblowing, anti-bribery and corruption

  • Audit Committees, Related Party Transactions Review Committees also need to be established

  • Fit and proper assessment criteria for directors and CEOs

The Securities and Exchange Commission (SEC) of Sri Lanka has announced revisions to Corporate Governance Rules applicable to entities listed on the Colombo Stock Exchange with effect from 1st October 2023.High standards of Corporate Governance with accountability and transparency are critical to building investor confidence in the capital market and is therefore a priority on the SEC’s regulatory agenda. The SEC recognising the need to improve the level of Corporate Governance among Listed Companies in the market initiated a process of amending the Rules on Corporate Governance through a process of stakeholder and public consultations. Based on the stakeholder and public responses the Rules were revised to enhance the governance structures and responsibilities of the Board of Directors and Board Committees of the companies.

These amendments which are in line with global best practices are intended to give clear direction on good Board and management practices that will help build investor and stakeholder confidence.

According to the amended Rules, Listed Companies are required to, among others, establish and maintain Board Policies for Risk Management and Internal Controls, Relations with Shareholders and Investors, Whistleblowing, Corporate Disclosures, Environmental, Social and Governance Sustainability and Anti-Bribery and Corruption. The Rules will require Listed Companies to disclose these policies as well as the implementation details of such policies on their respective company websites and make reference to the website content in their annual reports.

As an important mechanism for the check and balance process in the governance of companies, the revisions require the establishment and operationalisation of Nomination and Governance Committees, Remuneration Committees, Audit Committees, Related Party Transactions Review Committees and where appropriate Risk Committees. Other key Rules include, minimum number of Board members, segregation of the position of Chairman and Chief Executive Officer, appointment of a Senior Independent Director in specific instances, ‘Fit and Proper’ Assessment Criteria for directors and CEOs, criteria for determining independence of directors and requirements on Alternate Directors. Whilst the effective date is 01st October 2023 for most Rules, there will be provision for extended time limits on certain Rules in order to enable companies to reorganize their Board structures.

These revisions are the result of the continued collaborative efforts between the SEC, CSE and the industry to strengthen Sri Lanka’s corporate governance framework. The last update of the Rules on Corporate Governance was in 2008.



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Business

HNB Life reports 54% surge in gross written premium for Q1 2026

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HNB Life PLC has delivered a robust performance in the first quarter of 2026, recording a 54% year-on-year increase in Gross Written Premium (GWP) to Rs. 7.01 billion, up from Rs. 4.55 billion in Q1 2025. Net Written Premium rose by a matching 54% to Rs. 6.69 billion, reflecting strong new business generation and policy persistency.

Total net income grew 39% to Rs. 8.69 billion, supported by solid underwriting and steady investment income, including Rs. 2.05 billion from interest and dividends. The company’s balance sheet remains resilient, with total assets reaching Rs. 71.38 billion and the Life Insurance Fund expanding to Rs. 52.55 billion.

Profit after tax stood at Rs. 0.21 billion, though profitability was tempered by a low-interest rate environment and fair value fluctuations in the equity portfolio. No surplus transfer from the Life Insurance Fund has been made yet, as this typically follows year-end valuation.

Chairman Stuart Chapman attributed the momentum to the company’s recent rebranding and its strategic alignment with the Hatton National Bank Group. CEO Lasitha Wimalaratne emphasized disciplined execution, digital enablement, and enhanced distribution as key drivers.

HNB Life, rated ‘A’ (lka) by Fitch, marks 25 years as one of Sri Lanka’s fastest-growing life insurers, operating 79 branches nationwide. The company remains well-positioned for sustainable long-term growth.

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ADB Samarkand spirit demands immediate radical shift in Sri Lanka national mindset

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The 59th Annual Meeting of the Board of Governors of the Asian Development Bank in Samarkand, Uzbekistan, on May 3 (Photo credit: Samarkand time).

The atmosphere in Samarkand, Uzbekistan, during the 59th Annual Meeting of the Asian Development Bank (ADB) was nothing short of electric. Walking through the Silk Road Samarkand complex – a venue steeped in the history of ancient global trade – one could easily feel the weight of past legacies. “More pressing, however, was the palpable urgency of the future, as the halls of the Congress Center resonated with strategic discussions on ‘Asia’s Second Growth Leap.'” The global narrative was unmistakable: the talk of post-crisis recovery was no longer relevant. For Sri Lanka, the echoing message from Samarkand was both a warning and an invitation: the transition from an aid-recipient mindset to a competitive global partner is no longer a choice. It is our only survival mechanism.

While delegates from across the region shared aggressive blueprints for economic acceleration, the absence of Sri Lankan policymakers was a stark reality. Other Asian nations did not speak of mere “potential”; they spoke of velocity.

In Samarkand, the ancient gateway of the Silk Road, the irony was impossible to ignore. As regional leaders debated the deployment of an Interconnected Pan-Asia Grid to revolutionise energy integration, discussed how deep capital markets must drive development, and outlined strategies to scale up investments from critical minerals to advanced manufacturing value chains, a troubling realisation set in. The world is moving at lightning speed on digital highways for inclusive growth, yet Sri Lanka remains haunted by the ghost of political and bureaucratic “dilly-dallying.”

The true “Samarkand Spirit” demands an immediate, radical shift in our national mindset. Sri Lanka must aggressively shed its “crisis” label. The high-level discourse in Uzbekistan focused entirely on how emerging economies can stop begging for economic concessions and start delivering regional solutions.

Whether the focus was on maximising opportunities within the Regional Comprehensive Economic Partnership (RCEP) or financing large-scale offshore wind projects, the core directive for our nation remained constant: Sri Lanka must stop looking for a hand-out and start building an economic bridge.

The ADB has laid out the catalytic pathway for the Asia-Pacific’s second growth phase. The infrastructure, the capital, and the frameworks are ready. The burning question for Sri Lanka’s policymakers is simple: Are we ready to execute, or are we content with stagnation?

Leaving Uzbekistan, the takeaway for our leadership is vivid and uncompromising. Decisive action is the sole currency of the new Asian century.

To bridge the gap between the historic Silk Road and the strategic Indian Ocean, Sri Lanka must:

Accelerate Digitisation: Swiftly overhaul bureaucratic frameworks to create a seamless, trusted digital economy.

Integrate Energy Grid Connectivity: Boldly plug into the regional grid networks discussed at the summit to resolve long-term energy insecurity.

Plug into Global Supply Chains: Pivot aggressively toward high-value manufacturing and regional trade agreements.

The 59th ADB Annual Meeting proved that the international community is ready to partner with a competitive, forward-thinking Sri Lanka. We possess the geographic location and the inherent talent. Now, post-Samarkand, we have the definitive roadmap.

The “Second Leap” of the Asia-Pacific region is already in motion. The ultimate test for Sri Lanka’s policymakers is whether they will lead the country into this dynamic new era or leave us observing fruitlessly from the sidelines.

By Sanath Nanayakkare

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First drop in new business in three years: The hidden warning in Sri Lanka’s April PMI

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Here is the point that carries more weight than the headline PMI figures released by the Central Bank of Sri Lanka. While much of April’s contraction in manufacturing (42.6) and services (46.7) was dismissed as seasonal — the Sinhala and Tamil New Year holidays, fewer working days, fading festive demand — the rupture in new business flows tells a different, more troubling tale.

April 2026 marked the first month since April 2023 that services sector new business contracted. Not a slowdown. Not a plateau. An outright decline. Nor was it narrow in scope. The deterioration cut across transportation of goods, insurance, wholesale and retail trade, and accommodation, food and beverage service activities.

The Island Financial Review asked an independent analyst for his take. Here is what he said.

“These are not fringe sub-sectors; they are the arteries of Sri Lanka’s domestic economy. Why does this matter beyond the seasonal logic? Because new business is a leading indicator. What falls today in new orders will show up tomorrow in production, employment and stock purchases. April’s drop in new business — the first in three full years — suggests that May’s anticipated recovery may be shallower than hoped, and that a return above the neutral 50 PMI threshold before June is unlikely unless geopolitical tensions ease sharply.”

“Compounding the concern, the decline in new business was not an isolated Sri Lankan phenomenon. It arrived alongside two external shocks: rising energy prices, which hammered transport and personal services, and the ongoing Middle East conflict, which lengthened supplier delivery times and added logistical friction.”

“To be sure, expectations over the next three months remain positive. Firms hope for a stabilisation following the end of the war. But the first decline in new business in three years is a quiet alarm. Seasonal patterns explain April’s production dip. They do not explain why customers stopped placing new orders. For Sri Lanka’s policymakers and business leaders, that is the story to watch in May,” he said.

By Sanath Nanayakkare

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