Policy On Relations With Shareholders And Investors

CENTRAL FINANCE COMPANY PLC

Policy on Relations with Shareholders and Investors

1. Purpose and Scope

The purpose of the policy is to outline the processes to be followed by the Company (CF) to ensure compliance with its disclosure obligations under the Listing Rules of the Colombo Stock Exchange and to provide herein the policy on relations with shareholders and investors.

II. Communication with Shareholders and Investors

The Listing Rules contain disclosure requirements to ensure that disclosures are timely, accurate, fair and in compliance with relevant regulatory requirements/directions. The Board approves all shareholder communications prior to being released, however the announcement of dividend distributions, Board appointments and structural changes require the prior approval of the Central Bank of Sri Lanka (CBSL) under the Guideline on Declaration of Dividends or Repatriation of Profits, Corporate Governance Direction and Structural Changes Directions. Therefore, any disclosures thereto would be made only after obtaining CBSL approval.

III. Responsible Officer for Communications & Board Approval

The Company Secretary is responsible for all communications with the Colombo Stock Exchange (CSE) and the Securities and Exchange Commission of Sri Lanka (SEC).
The approval of the Board of Directors shall be obtained for any CSE announcement or any communication which contains or relates to financial statements, forecasts or material which is significant as regards the Company. This encompasses submitting the Annual Report, which includes the Director’s Report, Financial Statements, Risk Management, Governance related compliance and other relevant information, as well as the Quarterly Financial Statements to the CSE within the specified time frame for the benefit of shareholders and investors.
PUBLIC

IV. Authorized spokespersons in respect of Market Communications

The Chairman, the Managing Director and the Company Secretary are designated as the Authorized Spokespersons for CF and have the prior approval of the Board to make public statements to the market on behalf of, or attributable to CF.
The Managing Director shall be responsible for all meetings and communications with the investment community and the financial media. Only an Authorized Spokesperson designated by the Managing Director is authorized to talk to investors or the investment community, including analysts. The inquiries from investor, analyst or the media in relation to CF must immediately be referred to the Managing Director.

V. Shareholder Meetings

The Annual General Meetings (AGMs) and Extraordinary General Meetings (EGMs) serve as platforms for communication with shareholders and provide them with a reasonable opportunity to participate, question and hear from the Board of Directors and management of CF.

CF conducts AGMs and EGMs in accordance with the relevant provisions of the Companies Act No. 07 of 2007, the Listing Rules of the CSE, its Articles of Association and Corporate Governance practices.
Notices and agenda of general meetings are first released to the CSE and then posted to the shareholders and placed on CF’s website immediately following confirmation of receipt by the CSE.
CF will provide for shareholder participation in person or through proxies and shareholders are eligible to vote through proxies if unable to attend AGMs or EGMs.

The Chairman of the meeting is responsible for the conduct of the meetings. CF deals with shareholder inquiries promptly and courteously and welcomes feedback from shareholders. The Board of Directors and Key Responsible Persons would make themselves available physically or virtually (via on-line platform) for General Meetings.

CF’s statutory Auditor attends the AGM and will be available to answer any questions regarding the Auditor’s Report.

Upon the conclusion of a General Meeting, the Company Secretary should notify the CSE whether resolutions were passed or not in compliance with the Listing Rules.

VI. Concerns raised by Shareholders/Investors

Any major concern a shareholder may have should be directed to the Company Secretary who will forward the same to the Board of Directors. The Board would deliberate such concerns raised by shareholders and appropriate action would be taken as necessary. The Board would respond to any shareholder queries that in their discretion requires a response, whilst adhering to the principle that no unpublished price sensitive information would be shared and no single shareholder or group of shareholders obtains an unfair advantage over other shareholders in receiving information through such queries.

VII. Shareholder Privacy

CF recognizes that privacy is important and will not disclose registered shareholder details except as permitted by law.

VIII. Corporate website

CF’s website https://cf.lk is designed to provide quick and easy access to relevant information for all stakeholders.
The website includes information related to annual reports, interim and bi-annual financial statements, credit rating reports, all notices of general meetings and accompanying information, CSE announcements and information related to Corporate Governance practices.

IX. Company Contacts

All shareholder or investor inquiries relating to their shareholding, Company CSE announcements or any other related matters should be addressed to the Company Secretary via email to avishkag@cf.lk

X. Review of the Policy

This policy will be subject to review periodically as and when required by the CF Board.