UTIQUE ENTERPRISES LIMITED

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Utique Enterprises Limited (“the Company”) is committed to adopt the best Corporate Governance practices and endeavors continuously to implement the Code of Corporate Governance in its true spirit in order to promote the effective functioning of the Board of Directors (“the Board”) and its Committees and to set forth a common set of expectations as to how the Board should perform its functions. 

The Board is responsible for determining that the Company is managed in such a manner to ensure this result while adhering to the laws of the jurisdictions within which it operates and observing high ethical standards. The Board has the responsibility to ensure that in good times, as well as difficult ones, management is capably executing its responsibilities. The Board recognizes that stakeholders’ long-term interests will be advanced by responsibly addressing the concerns of other stakeholders essential to the Company’s success, including customers, employees, suppliers, government officials and the public at large.

The business of the Company is conducted by Key Managerial Personnel (“KMP”) under the oversight of the Board. The roles of the Board and KMP are related, but distinct.

In performing its general oversight function, the Board reviews and assesses the Company’s strategic and business planning as well as KMP’s approach to addressing significant risks and challenges facing the Company. As part of this function, the Board reviews and discusses reports regularly submitted to the Board by KMP with respect to the Company’s performance, as well as significant events, issues and risks that may affect the business or financial performance. In performing its oversight function, the Board and its members maintain frequent, active and open communication and discussions with the senior members of management.