•
convening of shareholders’ meetings;
•
approval of corporate strategy;
•
authorisation of major transactions;
•
approval of Board changes and appointments on Board Committees;
•
increase in investment in businesses and subsidiaries;
•
divestment in any of the Group’s companies; and
•
commitments to term loans and lines of credit from banks and financial institutions by the
Company.
While matters relating in particular to the Company’s objectives, strategies and policies require
the Board’s direction and approval, Management is responsible for the day-to-day operation and
administration of the Company in accordance with the objectives, strategies and policies set by the
Board.
1.5
Training of Directors
Our Directors are provided with extensive background information about our Group’s history, mission,
values and business operations. Changes to regulations and accounting standards are monitored
closely by Management. To keep pace with such regulatory changes, the Company provides
opportunities for ongoing education on Board processes and best practices as well as updates on
relevant new laws and regulations. Directors also have the opportunity to visit the Group’s operational
facilities and meet with Management to gain a better understanding of the business operations.
The Company has set up a formal procedure for the issue of the appointment letter setting out the
Directors’ duties and obligations. Newly appointed Directors shall also be briefed on the business
and organisational structure of the Group and its strategic directions. The Company encourages
Directors to attend training courses organized by the Singapore Institute of Directors or other training
institutions in connection with their duties. The Directors are also provided with updates on the
relevant new laws and regulations related to the Group’s operating environment through e-mails
and regular briefings.
1.6
Board Composition and Guidance
Principle 2: There should be a strong and independent element on the Board, which is able
to exercise objective judgement on corporate affairs independently, in particular, from
Management and 10% shareholders. No individual or small group of individuals should be
allowed to dominate the Board’s decision making.
All Directors exercise independent judgements and make decisions objectively in the best interest of
the Company. The assessment criteria in the Chairman’s assessment of Directors include intensity of
participation at meetings, quality of interventions and special contribution.
19
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015
CORPORATE
GOVERNANCE
