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CORPORATE GOVERNANCE REPORT
The Board notes that the system of internal controls and risk management provides reasonable, but not absolute,
assurance that the Group will not be adversely affected by any event that could be reasonably foreseen. In this regard,
the Board also notes that no system of internal controls and risk management can provide absolute assurance against
irregularities especially those arising from poor judgment in decision making, human error, losses and fraud.
The Company has in place a whistle-blowing policy where employees of the Group may raise concerns about possible
improprieties in matter of financial reporting or other matters in confidence. To ensure independent investigation of such
matters and appropriate follow-up action, all whistle- blowing reports are to be sent to the Audit Committee. Details of
the whistle blowing policy are given to all staff and new recruits during orientation. The Audit Committee has received no
complaints up to the date of this report.
The Audit Committee is satisfied that the Company has complied with Listing Rules 712 and 715 read with 716 of the
Listing Manual regarding the appointment of auditors of the Company and its subsidiaries.
The Audit Committee has recommended to the Board the re-appointment of Ernst & Young LLP as the external auditors
of the Company for the financial year ending 31 March 2016.
SHAREHOLDER RIGHTS AND RESPONSIBILITIES
Principle 14 : Shareholder Rights
Principle 15 : Communication with Shareholders
Principle 16 : Conduct of Shareholder Meetings
The Group is committed to treat all shareholders fairly and equitably to facilitate the exercise of the shareholders’
ownership rights and continually review and update such governance arrangements. The Group strives for timeliness and
transparency in its disclosures to the shareholders and the public and will continue to disseminate any price-sensitive
information on a comprehensive, accurate and timely basis through SGX-ST via SGXNET. Such information will be
simultaneously posted on our corporate website at
and investor portal,
. The
Group has engaged an external public relations firm which organises the media and analyst briefings upon release of its
quarterly financial results and various investor road shows.
Shareholders are invited to attend the general meetings to put forth any questions or share their views regarding the
proposed resolutions and the Group’s business and affairs. Shareholders are informed of shareholders’ meetings through
notices contained in annual reports or circulars sent to all shareholders. These notices are also published in the Business
Times and posted onto the SGXNET. If any shareholder is unable to attend, the Articles of Association of the Company
have made provisions for shareholders to appoint a proxy or proxies to attend and vote on their behalf. The Company
is however, not implementing absentia voting methods such as mail, e-mail or fax until the security, integrity and other
pertinent issues have been addressed satisfactorily.
An email account,
, addressed to the Lead Independent Director has been set up to communicate
and solicit feedback from the shareholders.
At the shareholders’ meetings, separate resolutions are set for each distinct issue.
Voting at general meetings will be by poll.
The Company has been declaring dividends twice a year to the shareholders at half-year and final year-end. Any dividend
payouts are clearly communicated to shareholders through announcement via SGXNET. In considering the level of
dividend payments, the Board takes into consideration the Group’s profit growth, cash position, cash flow generated
from operations and other factors as the Board may deem appropriate.
