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This excerpt taken from the ELN 6-K filed Mar 30, 2009. Policies
We are committed to the adoption and maintenance of the highest
standards of corporate governance and compliance. We comply with
the provisions of the Combined Code on Corporate Governance
issued by the Financial Reporting Council in June 2006 and
adopted by the London and Irish Stock Exchanges. We also comply
with the revised Combined Code issued in June 2008.
In May 2002, following a review with external legal counsel, the
board of directors adopted a set of corporate governance
guidelines (the Guidelines) and restructured the existing three
board committees into four board committees, the Executive
Committee, Audit Committee, Compensation Committee (now the
LDCC) and Nominating Committee and adopted a written
charter for each committee (collectively the Committee
Charters). The Executive Committee was subsequently abolished on
3 February 2005. The Guidelines and the Committee Charters
were revised and updated in November 2003 to incorporate the
requirements of the Sarbanes-Oxley Act, 2002, the revised
listing rules of the New York Stock Exchange (NYSE) and certain
measures agreed as part of the settlement of the 2002 derivative
action. In November 2003, we formally adopted a Code of Conduct
that applies to all employees and to our board of directors.
The Guidelines cover the mission of the board, director
responsibilities, board structure (including the roles of the
chairman, chief executive officer (CEO) and the lead independent
director, board composition, independent directors, definition
of independence, board membership criteria, selection of new
directors, time limits and mandatory retirement, board
composition and evaluation), leadership development (including
formal evaluation of the chairman and CEO, succession planning
and director development), board committees, board meeting
proceedings, board and independent director access to top
management, independent advice and board interaction with
institutional investors, research analysts and media.
Our policy is to conduct our business in compliance with all
applicable laws, rules and regulations and therefore our
employees are expected to perform to the highest standards of
ethical conduct, consistent with legal and regulatory
requirements. The Code of Conduct applies to directors, officers
and employees and provides guidance on how to fulfil these
requirements, how to seek advice and resolve questions about the
appropriateness of conduct, and how to report possible
violations of our legal obligations or ethical principles. We
have implemented a corporate compliance programme that
establishes a framework for adherence to applicable laws, rules
and regulations and ethical standards, as well as a mechanism
for preventing and reporting any breach of same. The Corporate
Compliance Office was established to manage the corporate
compliance programme. An executive-level Corporate
Compliance Steering Committee also provides oversight of our
compliance activities.
The Guidelines, the Committee Charters and Code of Conduct are
available on our website, www.elan.com, under Governance. Any
amendments to, or waivers from the Code of Conduct, will also be
posted to our website. There have been no such waivers.
This excerpt taken from the ELN 6-K filed Mar 31, 2008. Policies
We are committed to the adoption and maintenance of the highest
standards of corporate governance and compliance. We comply with
the provisions of the revised Combined Code on Corporate
Governance issued in June 2006 and subsequently adopted by the
London and Irish Stock Exchanges.
In May 2002, following a review with external legal counsel, the
board of directors adopted a set of corporate governance
guidelines (the guidelines) and restructured the existing three
board committees into four board committees, the Executive
Committee, Audit Committee, Compensation Committee (now the
LDCC) and Nominating Committee and adopted a written
charter for each committee (collectively the committee
charters). The Executive Committee was subsequently abolished on
3 February 2005. The guidelines and the committee charters
were revised and updated in November 2003 to incorporate the
requirements of the Sarbanes-Oxley Act, 2002, the revised
listing rules of the New York Stock Exchange (NYSE) and certain
measures agreed as part of the settlement of the 2002 derivative
action. In November 2003, we formally adopted a Code of Conduct
that applies to all employees and to our board of directors.
The guidelines cover the mission of the board, director
responsibilities, board structure (including the roles of the
Chairman, Chief Executive Officer (CEO) and the Lead Independent
Director, board composition, independent directors, definition
of independence, board membership criteria, selection of new
directors, time limits and mandatory retirement, board
composition and evaluation), leadership development (including
formal evaluation of the Chairman and CEO, succession planning
and director development), board committees, board meeting
proceedings, board and independent director access to top
management, independent advice and board interaction with
institutional investors, research analysts and media.
Our policy is to conduct our business in compliance with all
applicable laws, rules and regulations and therefore our
employees are expected to perform to the highest standards of
ethical conduct, consistent with legal and regulatory
requirements. The Code of Conduct applies to directors, officers
and employees and provides guidance on how to fulfil these
requirements, how to seek advice and resolve questions about the
appropriateness of conduct, and how to report possible
violations of our legal obligations or ethical principles. We
have implemented a Corporate Compliance programme that
establishes a framework for adherence to applicable laws, rules
and regulations and ethical standards, as well as a mechanism
for preventing and reporting any breach of same. The Corporate
Compliance office was established to manage the Corporate
Compliance programme. An executive level Corporate
Compliance Steering Committee also provides oversight of
Elan’s compliance activities.
The Guidelines, the Committee Charters and Code of Conduct are
available on the company website, www.elan.com, under
Governance. Any amendments to or waivers from the Code of
Conduct will also be posted to our website. There have been no
such waivers.
This excerpt taken from the ELN 6-K filed Mar 30, 2007. Policies
We are committed to the adoption and maintenance of the highest
standards of corporate governance and compliance. We comply with
the provisions of the revised Combined Code on Corporate
Governance issued in June 2006 and subsequently adopted by the
London and Irish Stock Exchanges.
In May 2002, following a review with external legal counsel, the
board of directors adopted a set of corporate governance
guidelines (the Guidelines) and restructured the existing three
board committees into four board committees, the executive
committee, audit committee, compensation committee (now the
leadership development and compensation committee) and
nominating committee and adopted a written charter for each
committee (collectively the Committee Charters). The executive
committee was subsequently abolished on 3 February 2005.
The Guidelines and The Committee Charters were revised and
updated in November 2003 to incorporate the requirements of the
Sarbanes-Oxley Act, 2002, the revised listing rules of the
New York Stock Exchange (NYSE) and certain measures agreed
as part of the settlement of the 2002 derivative action. In
November 2003, we formally adopted a Code of Conduct that
applies to all employees and to our board of directors.
The Guidelines cover the mission of the board, director
responsibilities, board structure (including the roles of the
Chairman, Chief Executive Officer (CEO) and the Lead Independent
Director, board composition, independent directors, definition
of independence, board membership criteria, selection of new
directors, time limits and mandatory retirement, board
composition and evaluation), leadership development (including
formal evaluation of the Chairman and CEO, succession planning
and director development), board committees, board meeting
proceedings, board and independent director access to top
management, independent advice and board interaction with
institutional investors, research analysts and media.
Our policy is to conduct our business in compliance with all
applicable laws, rules and regulations and therefore our
employees are expected to perform to the highest standards of
ethical conduct, consistent with legal and regulatory
requirements. The Code of Conduct applies to directors, officers
and employees and provides guidance on how to fulfill these
requirements, how to seek advice and resolve questions about the
appropriateness of conduct, and how to report possible
violations of our legal obligations or ethical principles. We
have implemented a Corporate Compliance programme that
establishes a framework for adherence to applicable laws, rules
and regulations and ethical standards, as well as a mechanism
for preventing and reporting any breach of same. The Corporate
Compliance office was established to manage the Corporate
Compliance programme. An executive level Corporate
Compliance Steering Committee also provides oversight of
Elan’s compliance activities.
The Guidelines, the Committee Charters and Code of Conduct are
available on the company website, www.elan.com, under
Governance. Any amendments to or waivers from the Code of
Conduct will also be posted to our website. There have been no
such waivers.
This excerpt taken from the ELN 6-K filed Mar 31, 2006. Policies
We are committed to the adoption and maintenance of the highest
standards of corporate governance and compliance. We comply with
the provisions of the revised Combined Code on Corporate
Governance issued in July 2003 and subsequently adopted by the
London and Irish Stock Exchanges.
In May 2002, following a review with external legal counsel, the
board of directors adopted a set of corporate governance
guidelines (the Guidelines) and restructured the existing three
board committees into four board committees, the executive
committee, audit committee, compensation committee (now the
leadership development and compensation committee) and
nominating committee and adopted a written charter for each
committee (collectively the Committee Charters). The Executive
Committee was subsequently abolished on 3 February 2005. The
Guidelines and The Committee Charters were revised and updated
in November 2003 to incorporate the requirements of the
Sarbanes-Oxley Act, 2002, the revised listing rules of the NYSE
and certain measures agreed as part of the settlement of the
2002 derivative action. In addition, in November 2003 we
formally adopted a Code of Conduct that applies to all employees
and to our board of directors.
The Guidelines cover the mission of the board, director
responsibilities, board structure (including the roles of the
Chairman, Chief Executive Officer (CEO) and the Lead
Independent Director, board composition, independent directors,
definition of independence, board membership criteria, selection
of new directors, time limits and mandatory retirement, board
composition and evaluation), leadership development (including
formal evaluation of the Chairman and CEO, succession planning
and director development), board committees, board meeting
proceedings, board and independent director access to top
management, independent advice and board interaction with
institutional investors, research analysts and media.
Our policy is to conduct our business in compliance with all
applicable laws, rules and regulations and therefore our
employees are expected to perform to the highest standards of
ethical conduct, consistent with legal and regulatory
requirements. The Code of Conduct applies to directors, officers
and employees and provides guidance on how to fulfil these
requirements, how to seek advice and resolve questions about the
appropriateness of conduct, and how to report possible
violations of our legal obligations or ethical principles. We
have implemented a Corporate Compliance programme that
establishes a framework for adherence to applicable laws, rules
and regulations and ethical standards, as well as a mechanism
for preventing and reporting any breach of same. The Corporate
Compliance office was established to manage the Corporate
Compliance programme. An executive level Corporate Compliance
Steering Committee also provides oversight of Elan’s
compliance activities.
The Guidelines, the Committee Charters and Code of Conduct are
available on the company website, www.elan.com, under
Governance. Any amendments to or waivers from the Code of
Conduct will also be posted to our website.
This excerpt taken from the ELN 6-K filed Apr 11, 2005. Policies We are committed to the adoption and maintenance of the highest standards of corporate governance and compliance. We comply with the provisions of the revised Combined Code on Corporate Governance issued in July 2003 and subsequently adopted by the London and Irish Stock Exchanges. One of the requirements of The Combined Code is that listed companies make a statement in relation to how they have complied with this code. In May 2002, following a review with external legal counsel, our board of directors adopted a set of corporate governance guidelines (the “Guidelines”) and restructured the existing three board committees into four board committees, the executive committee, audit committee, compensation committee (now the leadership development and compensation committee), and nominating committee and adopted a written charter for each committee (collectively the “Committee Charters”). The Guidelines and the Committee Charters were revised and updated in November 2003 to incorporate the requirements of the Sarbanes Oxley Act, 2002 and the revised listing rules of the NYSE. In addition, in November 2003, we adopted a code of conduct (the “Code of Conduct”) that applies to all employees, including our principal executive officer, principal financial officer and principal accounting officer. The Guidelines, the Committee Charters and the Code of Conduct are available on our website, www.elan.com, under “Governance”. Any amendments to or waivers from the Code of Conduct will also be posted to our website. | EXCERPTS ON THIS PAGE:
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