Annual Report 2016
29
CORPORATE GOVERNANCE REPORT
DIRECTORS’ RESPONSIBILITY FOR FINANCIAL STATEMENTS
The Directors acknowledge their responsibility for the preparation of the consolidated financial statements
for the Year, which give a true and fair view of the state of affairs of the Company and the Group’s
results and cash flows for the year then ended and are properly prepared on a going concern basis in
accordance with the applicable statutory requirements as well as financial reporting and accounting
standards. The Directors are not aware of any material uncertainties which may affect the Company’s
business or cast significant doubt upon the Company’s ability to continue as a going concern.
In addition, the statement by Deloitte Touche Tohmatsu Hong Kong (“Deloitte”), the Company’s
independent auditors, regarding their reporting responsibility on the Company’s consolidated financial
statements for the Year is set out in the independent auditors’ report on pages 58 and 59 of this Annual
Report.
NOMINATION COMMITTEE
The Nomination Committee currently comprises Mr. Wong Kwan Seng, Robert (as Chairman), Mr. Jovenal
R. Santiago and Mr. Iu Po Chan, Eugene. All members of the Nomination Committee are INEDs.
The Nomination Committee performs the following key functions:
(a)
Reviewing and making recommendations to the Board on all candidates nominated for
appointment to the Board;
(b)
Reviewing all candidates nominated for appointment as Senior Management Personnel;
(c)
Reviewing and recommending to the Board on an annual basis, the Board structure, size and
composition, taking into account the balance between the executive and non-executive as well
as independent and non-independent directors and having regard at all times to the principles of
corporate governance under the Singapore CG Code and the HK CG Code;
(d)
Identifying and making recommendations to the Board as to the Directors who are to retire
by rotation and to be put forward for re-election at each AGM, having regard to the Directors’
contribution and performance, including independent Directors;
(e)
Determining whether a Director is independent (taking into account the circumstances set out in
the Singapore CG Code and the HK Listing Rules and other salient factors);
(f)
Proposing a set of objective performance criteria to the Board for approval and implementation,
to evaluate the effectiveness of the Board as a whole and the contribution of each Director to the
effectiveness of the Board, and each Board committee;
(g)
Reviewing and making recommendations to the Board on board succession; and
(h)
Reviewing training and continuous professional development for the Directors.
