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SEE HUP SENG LIMITED
Annual Report 2012
18
Corporate Governance Report
In accordance with Article 90 of the Company’s Articles of Association, one-third of the Directors (other than the
Managing Director) who are eligible for re-election must retire by rotation at every Annual General Meeting (“AGM”).
The retiring Director who is eligible will offer himself for re-election.
The NC has recommended Mr Lim Siok Kwee, Thomas and Mr Foo Meng Kee who are retiring at the forthcoming AGM
to be nominated for re-election following a review of their performance and contributions.
The Board had accepted the recommendation of the NC and accordingly, Mr Lim and Mr Foo will be offering themselves
for re-election.
Mr Lim Siok Kwee, Thomas will, upon re-election as a Director, remain as the Executive Chairman.
Mr Foo Meng Kee will, upon re-election as a Director of the Company, remain as the Chairman of the Nominating
Committee and members of the Audit and Remuneration Committees.
Principle 5: Board Performance
On an annual basis, the NC assesses the performance and effectiveness of the Board as a whole as well as the
contribution of each individual director. The assessment process involves evaluation against a set of objective,
quantitative and qualitative performance criteria proposed by the NC and approved by the Board.
The assessment parameters include objective performance criteria, which allow comparison with the Company’s peers,
attendance at meetings of the Board and Board Committees, contributions and participation at meetings, ability to make
informed decisions and level of comprehension of legal, accounting and regulatory requirements affecting the Group.
The NC has conducted a Board performance evaluation to assess the effectiveness of the Board in FY2012 and is
satisfied that sufficient time and attention have been given by the Directors to the affairs of the Group.
Principle 6: Access to Information
The Directors are updated regularly on the latest corporate governance, changes in listing rules and regulations,
performance, business conditions and outlook of the Group. The Directors have separate and independent access to
the senior management, the Company Secretary and external auditors of the Group at all times and are encouraged
to speak to other employees to seek additional information if they so require. The Directors, either individually or as
a Group, in the furtherance of their duties, can take independent professional advice, if necessary, at the Company’s
expense.
To assist the Board in its discharge of its duties and responsibilities, all Directors are provided with complete, adequate
and timely information prior to Board meetings. The Management also provides the Executive Board members with
monthly management accounts, and information on major development and material transaction are circulated to
Directors when they arise.
The role of the Company Secretary is clearly defined and includes the responsibility of ensuring that board procedures
are followed and that applicable rules and regulations are complied with. The Company Secretary or her representative
attends all Board and Board committee meetings.