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Annual Report 2012
Financial Report / 23
Accountability and Audit
Principle 6: Access to information
Principle 10: Accountability
Principle 14: Communication with Shareholders
In order to ensure that the Board is able to fulfl its responsibilities, management provides monthly management accounts, complete with
relevant analysis and commentaries of the performance, to the Board on a timely basis. Board reports, including fnancial information,
annual budget and quarterly forecasts, signifcant corporate issues and management proposals requiring the approval of the Board,
are circulated to all Directors prior to the Board meetings. In respect of budgets and forecasts, any material variances between the
projections and actual results are also highlighted and explained. In addition, the Directors can, in furtherance of their duties, seek
independent professional advice, if necessary, at the Company’s expense.
The Directors also have separate and independent access to the management as well as the Company Secretary. The Company
Secretary is the Company’s chief administrative offcer and is responsible for the Company’s compliance with its statutory duties. The
Company Secretary’s key role is to ensure that Board procedures are followed and that applicable rules and regulations are complied
with. In particular, the Company Secretary will also provide the Board with guidance on procedures under the Companies Act, Cap.
50 (the “Act”), the Memorandum and Articles of the Company, the rules of Singapore Exchange Securities Trading Limited (“SGX-ST”)
and other relevant legislation. Under the direction of the Executive Chairman, the Company Secretary’s responsibilities include ensuring
good information fows within the Board and its committees and between senior management and non-executive Directors, as well as
facilitating orientation and assisting with professional development as required. The Company Secretary attends and administers all
Board meetings and prepares the minutes of board proceedings. Under the Company’s Articles of Association, the appointment and
removal of the Company Secretary has to be approved by the Directors.
The Board strives for timeliness and transparency in its disclosures to shareholders and the public. The Group will continue to disseminate
any price-sensitive information via SGX-ST and such information will be simultaneously posted on our corporate website at www.mtq.
com.sg and investor portal, www.shareinvestor.com.
In preparation for the Annual General Meeting, shareholders are encouraged to refer to SGX’s investor guides, namely ‘An Investor’s
Guide To Reading Annual Reports’ and ‘An Investor’s Guide To Preparing For Annual General Meetings’. The guides, in both English and
Chinese versions, are available at the SGX website (www.sgx.com) under the section named “Investor Guide”.
Principle 11 : Audit Committee
Principle 12 : Internal Controls
Principle 13 : Internal Audit
Audit Committee
The Audit Committee comprises 4 non-executive Directors, 3 of whom are independent Directors:
Ian Wayne Spence (Chairman)
Huang Yuan Chiang
Christopher Ho Han Siong
Chew Soo Lin (appointed on 18 May 2012)
The Audit Committee has been set up to perform the functions required pursuant to Section 201 B(5) of the Act, and the guidelines set
out by SGX-ST. The Board is of the view that members of the Audit Committee have the requisite accounting and fnancial management
expertise or experience to carry out their duties.
The Audit Committee meets regularly and plays a key role in assisting the Board to ensure that the fnancial reporting and internal
accounting controls of the Group meet the highest standards.
CORPORATE
GOVERNANCE REPORT