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ANNUAL REPORT 2015/2016
The Board is of the opinion that it has sufficient independence and objectivity in ensuring that the appointment and re-
election of Directors is formal and transparent.
On an annual basis, the Board will also assess their performance as a whole based on the achievement of the Group’s
strategic and long-term objectives. While the Code recommends that the Directors be assessed individually, the Board
felt that it is more appropriate and effective to evaluate the Board as whole bearing in mind that each board member
contributes in different ways. A director would have been appointed or re-nominated on the strength of his calibre and
relevant experience that could contribute to the proper guidance of the Group’s businesses. Management can also
access them for guidance or exchange of views outside the formal environment of Board meetings.
As part of the Board effectiveness evaluation for the financial year ended 31 March 2016, all the Directors are requested to
complete a Board Evaluation Questionnaire designed to seek their view on the various aspects of the Board performance.
The completed evaluation forms are to be returned to the Lead Independent Director for collation and consolidated
responses were presented to the Board for discussion and determining areas for improvement and enhancement of the
Board effectiveness.
Principle 6 : Access to information
In order to ensure that the Board is able to fulfil 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 financial information and annual budget, significant 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, 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 officer 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, Chapter 50 (the “Act”), the Constitution of the Company, the Listing Rules of
Singapore Exchange Securities Trading Limited, Securities and Futures Act and other relevant regulatory requirements.
Under the direction of the Chairman, the Company Secretary’s responsibilities include ensuring good information flows
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 Constitution, the appointment
and removal of Company Secretary has to be approved by the Directors.
REMUNERATION MATTERS
Principle 7 : Procedures for Developing Remuneration Policies
Principle 8 : Level and Mix of Remuneration
Principle 9 : Disclosure on Remuneration
Remuneration Committee
The Remuneration Committee comprises:
Huang Yuan Chiang
(Chairman)
Nicholas Campbell Cocks
Ong Choo Eng
CORPORATE
GOVERNANCE REPORT
