Risk Management and Internal Controls

Our Risk Management and Internal Controls Policy ensures that risks are identified, assessed, and managed to protect the company’s strategic and operational goals. We promote a culture of risk awareness and informed decision-making across all levels of the organization. Lanka Hospitals' risk management is achieved by adhering to ISO standards, CSE regulations, and applicable laws. We ensure compliance through regular audits, clear responsibilities, and continuous training. The policy is communicated, implemented, reviewed, and updated regularly to maintain effectiveness throughout the organization.

Remuneration

Our Remuneration Policy ensures that compensation for the Board of Directors, CEO, and employees is aligned with company performance and objectives. It supports attracting, motivating, and retaining top talent with competitive packages while ensuring compliance with legal and regulatory standards. Remuneration at Lanka Hospitals is guided by transparency, fairness, and market competitiveness, aligning with the company’s values. The Remuneration Committee oversees and reviews packages for directors, executives, and staff. The policy is reviewed every two years, and remuneration details are disclosed in the Annual Report to ensure governance and alignment with company performance.

Relations with Shareholders and Investors

Our Policy on Relations with Shareholders and Investors ensures transparent, fair, and effective communication between Lanka Hospitals and its shareholders. We are committed to providing timely, accurate information and fostering active engagement through various channels such as AGMs, financial reports, and direct communication. Shareholders are treated equally, and their rights are protected, including those trading through the CSE. The Board and senior management are accountable for strategic decisions and performance, ensuring transparency. The policy is reviewed annually for compliance and effectiveness, with any updates communicated to shareholders.

Matters related to the Board of Directors

Our Policy on Matters Related to the Board of Directors ensures effective governance, appointments, responsibilities, and shareholder interactions at Lanka Hospitals. The board is composed of a balanced mix of executive, non-executive, and independent directors, focusing on diversity in skills, experience, gender, and age. It oversees strategic direction, internal controls, compliance, and corporate disclosures, with the Chairperson leading meetings and the CEO managing daily operations. Director appointments are managed by the Nominations Committee, with annual self-assessments. Monthly meetings are required, and regular communication with shareholders is prioritized. The policy is reviewed annually to ensure compliance and effectiveness.

Environmental, Social and Governance Sustainability

Our Environmental, Social, and Governance (ESG) Sustainability Policy integrates ESG principles into all operations, focusing on sustainability, ethical governance, and social responsibility. Lanka Hospitals commits to environmental laws, resource efficiency, pollution prevention, and climate action to reduce its carbon footprint. Social responsibility includes fair labor practices, employee rights, and community engagement. Governance emphasizes ethical conduct, anti-corruption, and board oversight of ESG risks and opportunities. The policy is regularly assessed, with annual reviews and training to ensure compliance, and non-compliance may result in disciplinary actions or termination of business relationships for third parties.

Corporate Governance, Nominations and Re-election

Our Corporate Governance, Nominations, and Re-Election Policy establishes a formal procedure for appointing, re-electing, and governing directors, ensuring a diverse, competent, and accountable Board. The Nominations and Governance Committee, primarily composed of independent directors, oversees director selection, re-election, governance practices, and succession planning. Directors are nominated based on expertise, diversity, and suitability, with recommendations approved by the Board and shareholders. Re-election occurs at the AGM, based on performance. The policy is reviewed annually, with updates communicated to shareholders to ensure relevance and effectiveness.

Corporate Disclosures

Our Corporate Disclosure Policy ensures timely, accurate, consistent, and fair disclosure of corporate information to stakeholders, in compliance with laws and regulations. This policy applies to all directors, officers, employees, and representatives of Lanka Hospitals. It emphasizes principles of timeliness, accuracy, fairness, consistency, transparency, and legal compliance. The procedure includes the identification, review, recommendation, approval, and dissemination of information by authorized personnel. Roles and responsibilities are clearly defined for various parties, including the Information Disclosure Compliance Officer and the Board of Directors. The company avoids commenting on market rumors unless legally required but may act if such rumors impact share value. Regular audits are conducted to ensure adherence to this policy.

Control and Management of Company Assets and Shareholder Investments

Our Policy on Control and Management of Company Assets and Shareholder Investments ensures responsible management of assets at Lanka Hospitals Corporation and its subsidiary, aligning with CSE regulations. Key objectives include efficient asset management, prudent shareholder investment strategies, and compliance with financial regulations. Responsibilities include the Board of Directors overseeing asset strategies, the Audit Committee reviewing adherence, and senior management managing asset acquisition and maintenance. All assets are recorded and efficiently used, with transparent disposal processes. A prudent investment strategy ensures transparency in dividends and regular performance reviews to keep shareholders informed. The policy is periodically reviewed for effectiveness.

Board Committees

Our Policy on Board Committees outlines the roles and responsibilities of committees supporting the Board of Directors in governance, risk management, and compliance at Lanka Hospitals and Lanka Hospitals Diagnostics (Pvt) Ltd. Key committees include the Nominations and Governance Committee for Board evaluations, the Remuneration Committee overseeing transparency in executive pay, the Audit Committee monitoring financial compliance, the Related Party Transactions Review Committee protecting shareholder interests, the IT Projects Review Committee overseeing project progress, the Pharmacy Review Committee ensuring compliance in pharmacy services, and the Investment Committee managing financial growth. Each committee operates with clear terms of reference, meets regularly, and undergoes annual performance reviews.

Anti-bribery and Corruption Policy

Our Anti-Bribery and Corruption Policy establishes Lanka Hospitals Corporation PLC's commitment to a zero-tolerance approach toward bribery and corruption, applying to all employees, directors, and third parties associated with the company. It prohibits offering, accepting, or soliciting bribes, kickbacks, and facilitation payments while regulating gifts and donations to prevent improper influence on business decisions. Transparency in dealings with public officials is mandated, and strict compliance with anti-corruption laws is required. The policy includes a whistleblowing mechanism for reporting misconduct without retaliation. Regular monitoring and training ensure adherence, and violations may result in disciplinary actions. The policy is periodically reviewed and updated for effectiveness.

Whistleblowing

he Lanka Hospitals Corporation PLC's Whistleblowing Policy fosters integrity, transparency, and accountability by providing a safe, confidential process for reporting illegal, unethical, or inappropriate behavior. It applies to all individuals associated with the company and addresses issues such as fraud, bribery, corruption, financial misconduct, and misuse of assets. Reports can be submitted through designated internal or external channels, ensuring confidentiality and prohibiting retaliation against whistleblowers. While anonymous complaints are discouraged, they are accepted if backed by evidence. The policy outlines a thorough investigation process, which may lead to corrective actions or external reporting. False allegations may result in disciplinary measures, and the policy is reviewed annually for effectiveness. Compliance is expected from all employees, and it aligns with other corporate policies, including anti-bribery, ethics, and risk management.

Employees’ Internal Code of Business Conduct and Ethics

The Policy on Employees’ Internal Code of Business Conduct and Ethics at Lanka Hospitals establishes ethical standards and business practices for all personnel, excluding directors. Its purpose is to promote integrity, accountability, and professionalism in all activities, emphasizing patient care. Key areas include high-quality patient services, non-discrimination, confidentiality, and accurate billing. The policy fosters a diverse and safe working environment, prohibits harassment, and outlines appropriate internet and email conduct. It mandates honest business practices, legal compliance, and fairness while avoiding conflicts of interest and unethical behaviour. Non-compliance may result in disciplinary actions, including dismissal, ensuring adherence to these standards.

Directors’ Internal Code of Business Conduct and Ethics

The “Policy on Directors’ Internal Code of Business Conduct and Ethics” for Lanka Hospitals Corporation PLC and its subsidiary establishes ethical standards and fiduciary duties for the Board of Directors. It emphasizes integrity, transparency, and oversight, applying to all directors. Key principles include acting in the company’s best interest, maintaining honesty, and complying with laws. Directors must avoid conflicts of interest and prohibit bribery in all forms, including excessive gifts and hospitality. They are also barred from exploiting corporate opportunities for personal gain and restricted from insider or speculative trading. Confidentiality is essential to protect company assets and information, and all directors are required to uphold high ethical standards and report any violations.

Corporate Governance Polices