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Strength & Stability - ECS Holdings Limited

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The Board intends to hold about four meetings each year and shall also hold informal meetings regularly. The Company’s Articles of<br />

Association provide for telephonic and videoconference meetings. The number of Board meetings held since the date of the last annual<br />

report, as well as the attendance of every Board member at those meetings is as follows:<br />

DIRECTORS’ ATTENDANCE AT BOARD MEETINGS<br />

Board Member<br />

Board<br />

No. of Meetings Attended<br />

Li Jia Lin (appointed on 31 December 2007) 4 3<br />

Liu Wei 4 3<br />

Tay Eng Hoe 4 4<br />

Narong Intanate 4 4<br />

Foo Sen Chin 4 4<br />

Leong Horn Kee 4 4<br />

Tan Hup Foi 4 4<br />

Koh Soo Keong (appointed on 11 February 2008) 4 4<br />

Board Composition and Guidance<br />

Principle 2 :<br />

There should be a strong and independent element on the Board, which is able to exercise objective judgement on corporate<br />

affairs independently, in particular, from Management. No individual or small group of individuals should be allowed to<br />

dominate the Board’s decision making.<br />

The Board comprises eight directors of which five are non-executive directors (including three independent directors) and three executive<br />

directors. The Company places great importance on the quality of its Board of Directors. The Group achieves this by appointing to its<br />

Board highly respected individuals and prominent leaders in their respective professions. The Board comprises individuals with proven<br />

track record in the public and/or corporate sector, and each is a highly respected member of the business community. As a group, they<br />

provide core competencies such as accounting or finance, business or management experience, industry knowledge, strategic planning and<br />

customer-based experience or knowledge. Key information regarding the directors is given in the Board of Directors section on pages 20 to<br />

22 of the annual report.<br />

Chairman and Chief Executive Officer<br />

Principle 3 :<br />

There should be a clear division of responsibilities at the top of the company - the working of the Board and the executive<br />

responsibility of the company’s business - which will ensure a balance of power and authority, such that no one individual<br />

represents a considerable concentration of power.<br />

Mr Li Jia Lin, a non-executive director, is the Chairman of the Company and Mr Tay Eng Hoe is the Group CEO. They each perform separate<br />

functions to ensure that there is an appropriate balance of power and authority, and that accountability and independent decision-making<br />

are not compromised. The Chairman is responsible for the functioning of the Board. The Group CEO has full executive responsibilities<br />

over the running of the Group's business, the business direction and operational decisions of the Group. No individual or small group of<br />

individuals dominate the Board's decision making process.<br />

Corporate<br />

Governance Statement<br />

Annual Report 2008<br />

p.<br />

31

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