Corporate Governance Framework
LKProfessionals maintains rigorous governance standards ensuring transparency, accountability, and ethical conduct across all operations and stakeholder relationships.
Governance Principles
Transparency & Disclosure
Complete and timely disclosure of material information to all stakeholders. Regular communication through formal channels with audit trails for all significant decisions. Financial statements audited by independent external auditors quarterly.
Accountability & Responsibility
Clear roles and responsibilities defined for all governance bodies. Executive compensation tied to measurable performance metrics and strategic objectives. Board members held personally accountable for governance decisions.
Fairness & Equity
Equal treatment of all shareholders and stakeholders. Policies and procedures applied consistently across the organization. Conflict of interest management through dedicated oversight function.
Responsibility & Sustainability
Corporate social responsibility integrated into business strategy. Environmental, social, and governance (ESG) metrics monitored and reported. Long-term value creation prioritized over short-term gains.
Board & Committee Structure
Board of Directors
Composition: 7 members (1 executive, 6 independent)
Chair: Independent director (non-executive)
Meetings: Quarterly minimum (typically monthly)
Schedule: Diverse expertise in technology, finance, operations, governance
Audit Committee
Chair: Independent director with financial expertise
Members: 3 independent directors
Responsibilities: Financial reporting, risk management, internal controls, external audit oversight
Meetings: 4 times annually minimum
Remuneration Committee
Chair: Independent director
Members: 3 independent directors
Responsibilities: Executive compensation, incentive structures, talent strategy, remuneration policy
Meetings: 3 times annually minimum
Strategy Committee
Chair: Board Chair
Members: CEO + 3 independent directors
Responsibilities: Strategic planning, M&A evaluation, market expansion, competitive positioning
Meetings: Quarterly
Risk & Compliance Committee
Chair: Independent director
Members: 3 independent directors + COO
Responsibilities: Risk assessment, compliance monitoring, regulatory adherence, security oversight
Meetings: Quarterly
People & Culture Committee
Chair: Independent director
Members: 2 independent directors + CHRO
Responsibilities: Talent strategy, diversity & inclusion, organizational culture, employee governance
Meetings: Semi-annually minimum
Key Governance Policies
Code of Conduct & Ethics
- • Zero tolerance for conflict of interest, bribery, or corruption
- • Mandatory ethics training for all employees annually
- • Protected whistleblower hotline with independent oversight
- • Regular monitoring and enforcement with executive accountability
Data Privacy & Information Security
- • GDPR, CCPA, and local data protection compliance across all operations
- • ISO 27001 certification maintained with annual external audit
- • Regular penetration testing and security assessments
- • Client data handling reviewed and approved by Board Risk Committee
Conflict of Interest Management
- • Formal conflict of interest policy requiring annual disclosure
- • Board members recuse themselves from decisions involving personal interests
- • Related party transactions require Board approval and public disclosure
- • Executive management subject to outside business activity restrictions
Anti-Corruption & Compliance
- • FCPA and UK Bribery Act compliance in all international operations
- • Sanctions and money laundering screening for new clients
- • Third-party vendor compliance due diligence program
- • Quarterly Board reporting on compliance incidents and remediation
Related Party Transactions
- • All related party transactions require Board Audit Committee approval
- • Material transactions reviewed by independent fairness opinion
- • Annual disclosure of related party transactions per regulatory requirements
- • Minority shareholder protections in place for significant transactions
Executive Compensation
- • Compensation packages reviewed annually by Remuneration Committee
- • Performance-based incentives aligned with shareholder value creation
- • Severance arrangements reviewed and approved by Board
- • Executive compensation disclosure in annual governance report
Compliance & Reporting
Regulatory Compliance
- ✓ Sri Lanka companies legislation and regulations
- ✓ International labor standards (ILO conventions)
- ✓ Tax compliance across 25+ operating jurisdictions
- ✓ Export control and sanctions compliance
- ✓ Industry certifications (ISO 9001, ISO 27001, CMMI)
Board Reporting
- ✓ Monthly financial statements and KPI reporting
- ✓ Quarterly risk register review and compliance updates
- ✓ Annual external audit and internal control assessment
- ✓ Incident reporting (security breaches, compliance violations)
- ✓ Annual governance report published and made available to stakeholders
Stakeholder Engagement
We maintain regular dialogue with all stakeholders through formal channels: investors through quarterly reporting, employees through town halls and surveys, clients through governance committees, and communities through CSR initiatives. Our governance model ensures that all stakeholder interests are considered in major strategic decisions while maintaining the fiduciary responsibility to shareholders.