corporate
governance report
Employee Share Scheme
Pursuant to the Scheme, an aggregate of 1,360,920 fully-paid shares, constituting approximately 0.7% of the total number of
issued shares of the Company (excluding treasury shares), were awarded and issued in FY2015. Since the commencement of
the Scheme, an aggregate of 6,444,030 fully-paid shares, constituting approximately 3.3% of the total number of issued shares
of the Company (excluding treasury shares), have been awarded and issued.
Further details of the Scheme are set out in the section entitled “Statement by Directors” of this Annual Report.
3.
ACCOUNTABILITY AND AUDIT
Accountability
Principle 10: The Board should present a balanced and understandable assessment of the company’s performance, position
and prospects.
In line with the Company’s disclosure obligations under the Listing Manual, the Board’s policy is that shareholders shall be
informed of all major developments relating to the Group. Information is communicated to shareholders on a timely basis
through SGXNET and the press. The Board also provides shareholders with a detailed explanation of the Group’s performance,
position and prospects on a quarterly basis.
Management makes available to all directors the management accounts and other financial statements, together with all other
relevant information of the Group’s performance, position and prospects on a monthly basis and as and when the directors
may require from time to time.
Risk Management and Internal Controls
Principle 11: The Board is responsible for the governance of risk. The Board should ensure that management maintains
a sound system of risk management and internal controls to safeguard shareholders’ interests and the company’s assets,
and should determine the nature and extent of the significant risks which the Board is willing to take in achieving its
strategic objectives.
The AC and management are responsible for overseeing the Group’s risk management framework and policies, including
reviewing the Group’s business and operational activities to identify areas of significant business risks, and recommending to
the Board the appropriate strategy and resources required for managing risks that are consistent with the Group’s risk appetite.
Material transactions are subject to risk analysis by the AC and management, and safeguard measures against significant risks
are established prior to undertaking new projects. The AC, together with management, will continue to enhance and improve
the existing risk management and internal control systems.
The internal and external auditors also assist in the risk management process by identifying certain areas of concern that are
uncovered through financial/audit checks. The key risks facing the Group have been identified and appropriate measures are
in place to mitigate such risks.
The Board has received assurance from the Executive Chairman, the Group Managing Director and the Financial Controller
that the financial records have been properly maintained and the financial statements give a true and fair view of the
Group’s operations and finances, and regarding the adequacy and effectiveness of the Group’s risk management and
internal control systems.
Based on the internal controls (including financial, operational, compliance and information technology controls) established
and maintained by the Group, work performed by the internal and external auditors, a board risk and assurance framework
developed with the assistance of an external consultant, information provided to the AC and the Board and reviews performed
by the AC and the Board at least annually, the AC and the Board are of the opinion that the Group’s internal controls, addressing
financial, operational, compliance and information technology risks, and risk management systems are adequate and effective
as at the date of this Annual Report.
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