Corporate Governance Code

The ACE Corporate Governance Code is a set of:

Principles

• Fundamental rules of ethical behaviour

Prescribed applications

• Standards requiring mandatory compliance, and if not, public disclosure

Best practices

• Desirable practical standards recommended for optimal governance

Where countries within Asia Pacific are branch operations and not subsidiaries, and prudential/regulatory authorities do not require the formation of Boards and Audit committees, ACE's policy is to form Executive Boards of Management and Executive Audit Committees. The operation, roles and responsibilities of these formal committees of management are generally in line with Boards and Audit Committees.

While it may not be practical to have a majority of independent members, there must be a degree of independence in the composition of each committee.
Thus the overall corporate governance approach is consistent through the region irrespective of the legal structure that may exist country by country.

This group corporate governance code is subject to the constitution (or equivalent document) of each individual ACE entity and to the legalization, regulatory requirements and guidelines prevalent in the jurisdiction in which it operates. If there is a conflict between the group corporate governance code and the ACE entity's constitution or the local legalization, regulations or guidelines governing such entity, the group corporate governance policy shall not apply to the extent of such conflict.

The 7 Key Principles of ACE Corporate Governance are:

1. Independence
2. Integrity
3. Proper oversight
4. Accountability
5. Strong internal controls
6. Transparency
7. Deterrence