56
BAKERTECHNOLOGYLIMITED
ANNUALREPORT2013
CorporateGovernance
sustain
Principle2: BoardComposition andGuidance
The present Board comprises 8 Directors. There are 3 Independent Directors, 3 Non-Executive Directors and 2 Executive
Directors. TheDirectors are:
Mr LimHo Seng
Chairman, Non-ExecutiveDirector
Dr Benety Chang
Chief ExecutiveOfficer
Ms JeanetteChang
ExecutiveDirector
Mr TanYangGuan
Non-ExecutiveDirector
MrWongKwan Seng Robert
Non-ExecutiveDirector
MrWongMengYeng
Lead Independent Director
Mr AngMiahKhiang
Independent Director
Ms Han SahHeok Vicky
Independent Director
Mr Lim Ho Seng has been re-designated from an Independent Director to a Non-Executive Director (“Re-designation”) with
effect from 1 January 2014 as he has served formore thannine years on the Board.
MrWongMengYengwas appointed as Lead Independent Director on 1 January 2014on account of the Re-designation.
Ms JeanetteChangwas appointed as an ExecutiveDirector on1 September 2013whileMr AngMiahKhiang andMsHan Sah
Heok Vickywere appointed as Independent Directors on1November 2013 and 1December 2013 respectively.
MrWongKwan SengRobertwill not be seeking re-election at theCompany’s upcomingAnnual GeneralMeeting (“AGM”) in
April and thereafter, therewill be 3 Independent Directors out of the 7member Board.
Withmore thanone-thirdof theBoard comprising Independent Directors and such Independent Directors having the requisite
experience, expertise and standing, the Board is able to exercise objective judgment in the best interest of the Company, and
no individual or small groupof individuals dominate the Board’s decision-makingprocess.
ThepresentBoard includes2 femaledirectors (Ms JeanetteChangandMsHanSahHeokVicky) in recognitionof the importance
and value of gender diversity.
The Board, through the Nominating Committee, reviews the size and composition of the Board and Board Committees to
ensure that the size of the Board is condusive to effective discussion and decisionmaking and the Board has the appropriate
number of independent directors. When there is a vacancy or a need for new appointments to the Board, the Nominating
Committee would select and recommend candidates based on their skills, experience, knowledge and diversity in terms of
expertise.
TheBoard isof the view that itspresent size is appropriate, taking intoaccount thenatureand scopeof theGroup’soperations.
The current Board has a goodmix of core competencies in the areas of marine and offshore industry knowledge, accounting
andfinance, compliance, legal, business andmanagement experience, familiaritywith regulatory requirements andknowledge
of riskmanagement. The profiles of theDirectors are set out on pages 14 to17 of this Report.
The Non-Executive Directors, including Independent Directors, participate actively in the Board and Board Committees. They
are free to request further clarification and also have independent access to our Senior Management. If necessary, Non-
Executive Directors, including Independent Directors, may initiatemeetings to address any specificmatter involving any other
member of ourManagement.
