Business
SEC announces revisions to corporate governance rules after 15 years
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Amendments are aimed at reinforcing investor confidence in the capital market
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Listed Companies required to establish policies for whistleblowing, anti-bribery and corruption
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Audit Committees, Related Party Transactions Review Committees also need to be established
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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.
Business
ADB-backed grid upgrade tender signals next phase of Sri Lanka’s energy transition
In a move that highlights Sri Lanka’s accelerating push toward a more resilient and renewable-powered electricity system, the National System Operator Private Limited (NSO) has called for international bids to modernise the country’s core grid management infrastructure.
The tender—issued under the Power System Strengthening and Renewable Energy Integration Project (PSSREIP)—is backed by the Asian Development Bank (ADB), reflecting continued multilateral confidence in Sri Lanka’s energy reform trajectory despite recent economic headwinds.
At the heart of the project is the integration of a Renewable Energy Management System (REMS) with a fully upgraded SCADA/EMS platform at the National System Control Centre. While technical in appearance, energy experts say the implications are far-reaching: this is the digital backbone required for managing a grid increasingly dominated by intermittent renewable sources.
“This is not just another infrastructure upgrade—it’s a systems transformation,” a senior power sector analyst said. “Without this layer of intelligence, scaling up solar and wind becomes operationally risky.”
Sri Lanka has in recent years expanded its renewable energy footprint, particularly in solar and wind. But the lack of advanced real-time forecasting and dispatch capabilities has often limited how much of that energy can be safely absorbed into the grid. The proposed REMS integration directly addresses that bottleneck.
From a financial perspective, the project also highlights the continued role of concessional development financing in de-risking large-scale energy investments. The ADB’s involvement ensures not only funding support but also procurement discipline through its Open Competitive Bidding (OCB) framework—seen by analysts as a safeguard for transparency and technical quality.
The tender sets a relatively high bar for bidders, requiring prior experience in similar large-scale contracts exceeding USD 6 million and a minimum average annual turnover of USD 16 million. This suggests the project is likely to attract major international engineering and energy technology firms, potentially opening the door for advanced grid solutions and knowledge transfer.
Beyond its technical scope, the initiative comes at a critical time for Sri Lanka’s energy economy. Rising generation costs, fuel import pressures, and the need for tariff stability have intensified the urgency for efficiency gains within the system. A smarter grid—capable of optimising dispatch and reducing losses—could ease some of these structural pressures.
Moreover, the project aligns with Sri Lanka’s broader climate commitments and long-term goal of increasing renewable energy penetration. Analysts note that without investments in grid intelligence and flexibility, renewable targets risk remaining aspirational rather than achievable.
The deadline for bid submissions is May 14, 2026, with implementation expected to span approximately 18 months from contract award.
If executed effectively, the NSO-led initiative could mark a decisive shift—from a conventional grid struggling with variability to a digitally enabled system capable of managing the complexities of a modern energy mix.
For policymakers, investors, and consumers alike, the message is clear: the transition to clean energy is no longer just about adding megawatts—it is about building the intelligence to manage them.
By Ifham Nizam
Business
Update on independent forensic review
We wish to provide an update on the actions being taken following the recently identified incident.
In line with the Corporate Disclosure made on 23rd April 2026 and as indicated in our 6th April 2026 Corporate Disclosure, an independent forensic review focused specifically on the fraudulent transactions has been initiated and will be conducted by Deloitte Touche Tohmatsu India LLP, a globally recognized firm with expertise in forensic investigations. This process is being carried out in consultation with, and in line with recommendations from, the Director of Bank Supervision of the Central Bank of Sri Lanka.
The forensic review will examine the circumstances surrounding the fraudulent transactions, including any lapses in controls, oversight, and governance during the relevant period. Its findings, including any interim updates and the final report, will be submitted directly to the Central Bank of Sri Lanka.
Business
Pathiraja appointed Controller General of Immigration and Emigration
In a move aimed at reinforcing institutional stability and administrative efficiency, the Cabinet of Ministers has approved the permanent appointment of Iraj Chaminda Pathiraja as Controller General of Immigration and Emigration.
Pathiraja, a senior officer in the Special Grade of the Sri Lanka Administrative Service (SLAS), had been serving in the position in an acting capacity since May 2025. His confirmation to the top post signals continuity in leadership at a time when the country is seeking to strengthen border management and streamline migration processes.
The proposal for his appointment was submitted by Ananda Wijepala, Minister of Public Security and Parliamentary Affairs, and received Cabinet approval this week.
Government sources said the decision reflects confidence in Pathiraja’s administrative experience and his performance during his tenure as acting Controller General. His role is considered critical in overseeing Sri Lanka’s immigration framework, including visa issuance, border control operations, and emigration regulation.
The Department of Immigration and Emigration plays a key role in national security architecture, particularly amid evolving regional mobility trends and increasing demand for efficient public services. Officials noted that stable leadership is essential to ensure policy consistency and operational effectiveness.
Pathiraja’s appointment comes at a time when Sri Lanka is placing renewed emphasis on governance reforms within the public sector. Strengthening institutional capacity, improving service delivery, and enhancing transparency have been identified as key priorities.
Analysts say the confirmation of a permanent Controller General is expected to support ongoing efforts to modernize immigration systems, including digitalization initiatives and improved coordination with international counterparts.
The government has also underscored the importance of maintaining a balance between facilitating legitimate travel and safeguarding national interests, particularly in the context of global migration challenges.
By Ifham Nizam
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