Copyright Review Commission Report - ICT Law and Regulation ...
Copyright Review Commission Report - ICT Law and Regulation ...
Copyright Review Commission Report - ICT Law and Regulation ...
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The members’ rights are disempowered by these outdated constitutive documents; <strong>and</strong>There is limited transparency with regard to the categorisation of membership.7.3.3. SAMPRA’s situation is as follows: The audited financial statements for the last two completed financial years have not been issued; There are no independent directors; No disclosure for executive directors’ remunerations; The annual reports are not published; <strong>and</strong> No reports are provided to the members with regard to the status of the internal control environment.7.3.4. With the exception of the issuance of the audited financial statements, the situation for NORM is not differentfrom SAMPRA.7.4 RECOMMENDATIONS7.4.1. With regard to the collapse of SARRAL, there are two recommendations for the liquidators:7.4.1.1. They should consider initiating a civil claim against SARRAL’s former auditors for failing to issue a qualifiedreport regarding SARRAL’s breach of members’ contracts by retaining more than the 7,5% of the totalcollections (SARRAL deducted between 30% <strong>and</strong> 40% to settle the liabilities of the company between2003 <strong>and</strong> 2008) as opposed to 7,5%, which was stipulated in the members’ contracts.7.4.1.2. They should consider initiating a civil claim against SARRAL’s former directors for allowing the company tobreach the members’ contracts.7.4.2. In order to improve the level of compliance to good corporate governance principles, the followingrecommendations are made:7.4.2.1. The law should be amended to allow for all music-rights collecting societies (SAMRO, NORM <strong>and</strong>SAMPRA) to fall within the ambit of the regulations issued under the Act.7.4.2.2. The Registrar should be empowered to take over the administration of any collecting society should he orshe be satisfied that such society is being run in a manner that is detrimental to the respective rightsholders;7.4.2.3. Adherence to the good principles of corporate governance should be compulsory for collecting societies;7.4.2.4. SAMRO should amend its constitutive documents in order to be aligned with the latest Companies Act <strong>and</strong>acceptable st<strong>and</strong>ards of corporate governance; <strong>and</strong>7.4.2.5. The existence of independent qualified directors (at least one-third of the Board membership) withincollecting societies is encouraged <strong>and</strong> recommended.- 53 -