Corporate Governance Overview
The Board of Directors of Quoin Pharmaceuticals Ltd. (“Quoin”) sets high standards for Quoin's employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of Quoin's business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in Quoin’s Code of Ethics and Business Conduct, which is subject to modification from time to time as the Board of Directors deems appropriate in the best interests of Quoin or as required by applicable laws and regulations.
Quoin, as a result of the provisions of its Amended and Restated Articles of Association, is currently prevented under the laws of the State of Israel from complying with the quorum requirement for shareholders’ meetings required by The Nasdaq Stock Market, LLC (“Nasdaq”), the exchange on which Quoin’s American Depositary Shares are listed. Accordingly, as of May 9, 2023, Quoin relies on the exemption set forth in Nasdaq Listing Rule 5620(c)(ii).