Strength & Stability - ECS Holdings Limited
Strength & Stability - ECS Holdings Limited
Strength & Stability - ECS Holdings Limited
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<strong>ECS</strong> <strong>Holdings</strong> <strong>Limited</strong> (the “Company”) is committed to comply with the Code of Corporate Governance 2005 issued by the Corporate<br />
Governance Committee. It believes in maintaining a high standard of corporate governance and has put in place policies and practices that<br />
will help to protect its shareholders’ interest and enhance long term shareholder value. This report describes the main corporate governance<br />
practices that are adopted by the Company.<br />
(A) BOARD MATTERS<br />
The Board’s Conduct of its Affairs<br />
Principle 1 :<br />
Every company should be headed by an effective Board to lead and control the company. The Board is collectively responsible<br />
for the success of the company. The Board works with Management to achieve this and the Management remains accountable<br />
to the Board.<br />
The Board’s role is to:<br />
a) provide entrepreneurial leadership, set strategic aims, and ensure that the necessary financial and human resources are in place for the<br />
company to meet its objectives;<br />
b) establish a framework of prudent and effective controls which enables risk to be assessed and managed;<br />
c) review management performance; and<br />
d) set the company’s values and standards, and ensure that obligations to shareholders and others are understood and met.<br />
The Board meets to consider the following, without limitation, corporate events and/or actions:<br />
a) approval of quarterly results announcements;<br />
b) approval of annual report and accounts;<br />
c) declaration of interim dividend and proposal of final dividends;<br />
d) approval of corporate strategy;<br />
e) authorisation of major transactions;<br />
f) review and approval of annual budgets;<br />
g) compensation of senior management personnel; and<br />
h) convening of shareholders’ meetings.<br />
All directors must objectively take decisions in the interests of the Company.<br />
The Board has delegated the day-to-day management and running of the Company to the management headed by our Group Chief<br />
Executive Officer (“Group CEO”) and Executive Director, Mr Tay Eng Hoe, while reserving certain key issues and policies for its approval.<br />
Additionally, to facilitate effective management, certain functions have been delegated to the following sub-committees, each of which has<br />
its own written terms of reference:<br />
a) the Nominating Committee;<br />
b) the Compensation Committee; and<br />
c) the Audit Committee.<br />
Newly-appointed directors are given briefings by the Management on the Group’s activities and its strategic directions. Changes to<br />
regulations and accounting standards are monitored closely by Management. To keep pace with regulatory changes, where these changes<br />
have an important bearing on the Company’s or directors’ disclosure obligations, directors are briefed either during Board meetings or at<br />
specially convened sessions conducted by professionals.<br />
p.<br />
30<br />
Corporate<br />
Governance Statement<br />
<strong>ECS</strong> <strong>Holdings</strong> <strong>Limited</strong>