In its assessment of the Board’s and its Board Committees effectiveness, the NC takes into
consideration the frequency of the Board meetings and the Board Committee meetings, the rate at
which issues raised are adequately dealt with and the reports from the various Board Committees.
In the like manner, the NC is able to assess the contribution of each individual Director to the
effectiveness of the Board.
The performance criteria for the Board and Board Committees’ evaluation are amongst other criteria,
board structure, conduct of meetings corporate strategy and planning and risk management and
internal controls.
The NC has conducted a Board’s performance evaluation as a whole for the financial year ended 31
December 2015 and received the individual directors’ self-assessment. The assessment parameters
are broadly based on the attendance records at the meetings of the Board and the relevant Board
Committees, intensity of participation at meetings, sense of independence, quality of contributions
and workload requirements.
1.11 Access to Information
Principle 6: In order to fulfil their responsibilities, Directors should be provided with
complete, adequate and timely information prior to Board meetings and on an ongoing
basis so as to enable them to make informed decisions to discharge their duties and
responsibilities.
Directors receive a regular supply of information from Management about the Group so that they are
equipped to play as full a part as possible in Board meetings. Detailed Board papers are circulated
to all Directors prior to the scheduled meetings so that members may better understand the issues
beforehand, allowing for more time at such meetings for questions that members may have. The
Board papers provided include background or explanatory information relating to matters to be
brought before the Board meeting. Management provides members of the Board with quarterly
management accounts, as well as financial, business and corporate matters of the Group timely to
enable the Directors to oversee the Company’s operational and financial performance. Directors are
also informed of any significant developments or events relating to the Company.
All Directors have separate and independent access to the advice and services of the company
secretary. The company secretary and/or their representatives attends the Board’s and Board
Committees’ meetings and assists the Chairman of the Board’s and Board Committees’ meetings
in ensuring that the relevant procedures are followed and that applicable rules and regulations are
complied with, as well as ensuring good information flow within the Board and its Committees,
between key management personnel and the Non-Executive Directors, facilitating orientation and
assisting with professional development as required. The appointment and removal of the company
secretary is a matter which is approved by the Board.
The Board also has separate and independent access to the Company’s key management personnel.
25
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015
CORPORATE
GOVERNANCE
