Formal Board meetings are held at least once every quarter to oversee the business affairs of the
Group and approve any financial or business decisions and/or strategies. Where necessary, additional
Board meetings are held to deliberate on urgent substantive matters. Telephone and video-conference
attendance at Board meetings is allowed under the Company’s Constitution. The Board also approves
transactions through written resolutions which are circulated to the Board together with all relevant
information relating to the proposed transaction.
The agenda for meetings is prepared in consultation with the Chairman and Executive Director. The
agenda and relevant board papers are circulated in advance of the scheduled meetings.
1.3
Directors’ meeting held in the Financial Year ended 31 December 2015 (“FY2015”)
The attendance of the Directors at meetings for the financial year ended 31 December 2015 is as
follows:
Board of
Directors
Audit & Risk
Committee
Renumeration
Committee
Nominating
Committee
Held Attend Held Attend Held Attend Held Attend
Ching Chiat Kwong
4
3
–
–
–
–
–
–
Foo Sey Liang
4
4
–
–
–
–
–
–
Teo Yi-Dar (Zhang Yida)
4
4
–
–
–
–
–
–
Ng Weng Sui Harry
4
4
4
4
1
1
1
1
Kesavan Nair
4
4
4
4
1
1
1
1
Low See Ching
4
3
4
3
1
0
1
0
The Directors were appointed based on their experience, stature and potential to contribute to the
proper guidance of the Group and its businesses. As such, we believe that each individual Director’s
contributions can be reflected in ways other than through their attendance at Board meetings and/or
Board Committee meetings, including periodic reviews, provision of guidance and advice on various
matters relating to the Group.
1.4
Matters Requiring Board Approval
The Directors have identified a few areas for which the Board has direct responsibility for decision
making such as the following:
•
approval of the quarterly results announcements;
•
approval of the annual report and accounts;
•
declaration of interim dividends and proposal of final dividends;
18
CORPORATE
GOVERNANCE
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015