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Basedon theNC’s review, theBoard and the various BoardCommittees operate effectively and eachDirector is contributing to
the overall effectiveness of the Board.
Principle 6: Access to Information
Informationanddataare important to theBoard’s understandinganddeliberationof theGroup’s business. Boardmembers are
providedwithmonthlymanagement accounts and analysis. In addition, they are also furnishedwith information on budgets,
forecasts, cashflow projections andmanpower statistics.
Prior to each Board and BoardCommitteemeeting,Management will provide theDirectorswith themeeting agenda and the
relevantmaterials relating to thematters tobediscussedduring themeeting, so as to facilitate an informeddiscussion. During
the regular Boardmeetings, keyManagement who are able to explain and provide insights to thematters to be discussed at
the Boardmeetings are invited tomake the appropriate presentations and answer any queries from theDirectors.
Whereaphysical Boardmeeting isnotpossible, timelycommunicationwithmembersof theBoard iseffected throughelectronic
means, which include electronic mail and teleconferencing. Alternatively, Management will arrange to personally meet and
brief eachDirector before seeking the Board’s approval on a particular issue.
The Board has direct and independent access to Company’s Senior Management and the Company Secretary for support in
the discharge of their responsibilities. The Company Secretary attends all Board and Board Committeemeetings and ensures
that all Board procedures are followed. The Company Secretary, together withManagement, also ensures that the Company
complieswith all applicable statutory and regulatory rules. Theminutes of all Board andCommitteemeetings are circulated to
theDirectors. The appointment and removal of theCompany Secretary is subject to the approval of the Board.
REMUNERATIONMATTERS
Principle 7: Procedures for DevelopingRemuneration Policies
Principle 8: Level andMixof Remuneration
Principle 9: DisclosureonRemuneration
The RemunerationCommittee (“RC”) comprises the following threemembers:
Ms Han SahHeok Vicky
2
(Chairman and Independent Director)
Mr AngMiahKhiang
(Independent Director)
Mr LimHo Seng
3
(Non-ExecutiveDirector)
Notes:
1
MrWongMengYeng andMr TanYangGuan resigned asmembers of the RCon 1 January 2014.
2
Ms Han SahHeok Vickywas appointedChairman of the RC inplace ofMr LimHo Seng on1 January 2014.
3
Mr LimHo Seng resigned as Chairman of the RC on 1 January 2014 and remained as amember.
The key terms of reference of the RC are to review and recommend a framework of remuneration for the Directors and
key management personnel (“KMP”) and the remuneration packages of the Executive Directors and KMP to ensure that
the framework is competitive and sufficient to attract, retain and motivate the Directors to provide good stewardship of
the Company and the KMP to successfully manage the Company. In reviewing the remuneration of Directors and KMP, the
RC considers market conditions and pay conditions and within the industry as well as the Company’s performance and the
individual’s performance. None of the RCmembers or Directors is involved in deliberations in respect of any remuneration,
compensation or any form of benefit to be granted to him/her. The RC also has access to external professional advice on
executive compensation and remunerationmatters, if andwhen required.
