UOBKH/AR09 [web] - ChartNexus

Nominating Committee (‘NC’)
The NC has three members and comprises independent directors, Mr. Roland Knecht (chairman) and
Mr. Chelva Retnam Rajah and executive director, Mr. Tang Wee Loke
The main terms of reference of the NC are:-
– to review and make recommendations to the Board on all board appointments and reappointments
and to consider the skills and experience required to ensure the Board has the
appropriate balance of independent directors with the right expertise skills, attributes and
ability. New directors may be appointed by a Board resolution following which they are subject
to re-elections by shareholders at the next annual general meeting.
– to oversee the composition and balance of the Board and to ensure that they meet the
requirements under the Code
– to ascertain that the independent directors meet the criteria set out in the Code; and
– to assess the effectiveness of the Board as a whole and the contribution by each director to the
effectiveness of the Board. To assist the NC in its evaluation, the directors complete a selfevaluation
questionaire annually.
There is a process for the NC to evaluate the performance of the Board. Objective performance criteria
used to assess the performance of the Board include:-
– comparison with industry peers
– return on assets; and
– return on equity
Communication With Shareholders
The Board regards the annual general meeting as an opportunity to communicate directly with private
investors and encourages participative dialogue. The members of the Board will attend the annual general
meeting and are available to answer questions from shareholders present. External auditors are also present
to assist directors in addressing relevant queries by shareholders.
To maintain transparency, the Company makes timely disclosures to the public via SGXNET and postings
on the Company’s website
Dealings In Securities
The Group has adopted an internal code of best practices on securities transactions to provide guidance to
its directors and officers in relation to dealings in the Company’s securities. A system of reporting of securities
dealings to the Company secretary by directors has been established to effectively monitor the dealings of
these parties in the securities of the Company. In addition, a circular is issued before the start of each
moratorium period to remind officers to refrain from dealing in the Company’s securities prior to the
release of the Group’s financial results.
4.1
4.2, 4.3, 4.4, 4.5
5.1, 5.2, 5.3
15.1, 15.3
14.2
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