The Board comprises members with diverse expertise and experience in the steel, finance and business
industries.
As of the date of this report, the Board comprises the following Directors:
EXECUTIVE DIRECTOR
Mr Foo Sey Liang (Executive Director)
NON-EXECUTIVE AND NON-INDEPENDENT DIRECTORS
Mr Ching Chiat Kwong (Non-Executive and Non-Independent Chairman)
Mr Low See Ching (Non-Executive Director)
Mr Teo Yi-Dar (Zhang Yida) (Non-Executive Director)
INDEPENDENT NON-EXECUTIVE DIRECTORS
Mr Kesavan Nair
Mr Ng Weng Sui Harry
The profiles of the Board are set out in pages 13-15 of the Annual Report.
The composition of the Board is determined in accordance with the following principles:
•
to form a strong independent element on the Board, it should comprise at least one-third of
Independent Non-Executive Directors;
•
the Board should have enough Directors to serve on various committees of the Board
without over-burdening the Directors or making it difficult for them to fully discharge their
responsibilities;
•
the Board should comprise of Directors with a broad range of competencies and expertise
both nationally and internationally; and
•
Directors appointed by the Board are subject to election by shareholders at the following
Annual General Meeting (“
AGM
”) and thereafter, Directors are subject to re-election
according to the provisions in the Company’s Constitution, Regulation 89 of the Company’s
Constitution states that one third of the Directors shall retire from office by rotation with the
exception of the Director holding office as Managing Director.
The Company notes that under Guideline 2.2 of the Code, the Independent Directors should
make up at least half of the Board where the Chairman is not an Independent Director. Although
the Independent Directors of the Company do not make up half of the Board, there is a strong
independent element. Matters requiring the Board’s approval are discussed and deliberated with
participation from each member of the Board. All major decisions are based on collective decisions
without any individual influencing or dominating the decision making process.
20
CORPORATE
GOVERNANCE
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015