The ASX Corporate Governance Council Principles and Recommendations Third Edition (the “Principles and Recommendations”) currently applies to the Company for the financial year under review as set out in this Annual Report.
The primary responsibility of the Board is to represent and advance Shareholders’ interests and to protect the interests of all stakeholders. To fulfil this role the Board is responsible for the overall corporate governance of the Company, including its strategic direction, establishing goals for management and monitoring the achievement of these goals.
The responsibilities of the Board include:
- Protection and enhancement of Shareholder value;
- Formulation, review and approval of the objectives and strategic direction of the Company;
- Approving all significant business transactions, including acquisitions, divestments and capital expenditure;
- Monitoring the financial performance of the Company by reviewing and approving budgets and results;
- Ensuring that adequate internal control systems and procedures exist and that compliance with these systems and procedures is maintained;
- Identification of significant business risks and ensuring that such risks are adequately managed;
- Reviewing the performance and remuneration of executive directors and key staff;
- Establishment and maintenance of appropriate ethical standards; and
- Evaluating and adopting, as appropriate, ASX Corporate Governance Council’s Corporate Governance
As of the date of this annual report, the Board comprise of two independent non-executive directors, namely Che Mohamed Hussein Bin Mohamed Shariff and Dominic Lim Kian Gam, and one executive director, Lau Eng Foo (Andy). Che Mohamed Hussein Bin Mohamed Shariff acts as chair of the Board.
At present, the Board does not have a fixed number of meetings it will hold per annum. The Board meets as frequently as may be required to deal with matters arising. A record of the directors' attendance at Board meetings (either in person or by telecommunication means) held during the period under review is set out below:
|Director||Number Of Meetings|
|Held during financial year||Attended|
|Che Mohamed Hussein Bin Mohamed Shariff||7||7|
|Dominic Lim Kian Gam||7||7|
|Lau Eng Foo (Andy)||7||7|
As the Company is listed on ASX, it is subject to the continuous disclosure obligations under the ASX Listing Rules, the Australian Corporations Act and the Singapore Companies Act. Subject to the exceptions set out in:
- the Asaplus Corporate Governance Statement 2016 (the “AJY CG Statement 2016”) which includes the Company’s “if not, why not” report; and
- Key to disclosures – Corporate Governance Principles and Recommendations in the form set out in Appendix 4G of the ASX Listing Rules (the “AJY Appendix 4G 2016”),
the Company has adopted the Principles and Recommendations to determine an appropriate system of control and accountability to best fit its business and operations commensurate with these guidelines. Full copies of the Company's corporate governance policies, the AJY CG Statement 2016 and the AJY Appendix 4G 2016 are available for downloads at the Company’s public documents repositary at the following URL:http://mybiztrack.com/owncloud/index.php/s/i7ZFbwZhpyOwEMK
As the Company’s activities develop in size, nature and scope, the implementation of additional corporate governance structures will be given further consideration.