2 billioN - ECS Holdings Limited

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Internal Controls and Internal AuditCorporateGovernance Statement(CON’T)Principle 12 :The Board should ensure that the Management maintains a sound system of internal controls to safeguard theshareholders’ investment and the company’s assets.The Board acknowledges that it is responsible for the Group’s system of internal control. It believes that in the absence of anyevidence to the contrary and from due enquiry, the system of internal controls that has been maintained by the Group throughoutthe financial year is adequate to meet the needs of the Group in its current business environment. However, the Board notes that thesystem of internal controls is designed to manage rather than eliminate the risk of failure to achieve business objectives, and canprovide only reasonable and not absolute assurance against material misstatements or loss.The Internal Auditor plans its internal audit work in consultation with, but independent of Management, and its yearly plan issubmitted to the Audit Committee for approval at the beginning of each year. The Internal Auditor reports to the Audit Committeequarterly regarding its findings. The Audit Committee also meets with the internal auditor at least once during the year without thepresence of Management.Principle 13 :The Company should establish an internal audit function that is independent of the activities it audits.The Group has an internal audit department which is independent of the activities it audits. It performs financial audits,implements operational and compliance controls. The internal auditor reports primarily to the Chairman of the Audit Committeeand administratively to the Group CEO. The internal auditors are expected to meet or exceed the standards set by nationally orinternationally recognised professional bodies including the Standards for the Professional Practice of Internal Auditing set by TheInstitute of Internal Auditors.(D)COMMUNICATION WITH SHAREHOLDERSPrinciple 14 :Principle 15 :Companies should engage in regular, effective and fair communication with shareholders.Companies should encourage greater shareholder participation at AGMs, and allow shareholders theopportunity to communicate their views on various matters affecting the company.The Group does not practice selective disclosure. In line with continuous obligations of the Group pursuant to the SGX-ST’s ListingRules and the Companies Act, Chapter 50, the Board’s policy is that all shareholders are informed of all major developments of theGroup. Price-sensitive information is released publicly, and quarterly results and annual reports are announced or issued withinthe mandatory period and are available on the Group’s website. Thereafter, a briefing by Management is held jointly for the mediaand analysts every half yearly. All shareholders of the Group receive the annual report and notice of Annual General Meeting.Shareholders are encouraged to attend the Annual General Meeting to ensure a high level of accountability and to stay informed ofthe Group’s strategy and goals.(E)SECURITIES TRANSACTIONSThe Company has issued a policy on dealings in the securities of the Company to its Directors and Management, set out theimplications of insider trading and guidance on such dealings. It has adopted the Best Practices Guide on Dealings in Securitiesissued by SGX-ST.36 ECS HOLDINGs LIMITED Annual Report 2005
Keep GoingCorporateGovernance Statement(CON’T)(F)INTERESTED PARTY TRANSACTIONSThe Group has adopted an internal policy in respect of any transactions with interested persons and has procedures established forthe review and approval of the Group’s Interested Party Transactions (“IPT”).Pursuant to Rule 907 of the Listing Manual of the Singapore Stock Exchange Securities Trading Limited (the “Listing Manual”), theGroup has the following IPTs entered into during the financial year, together with the corresponding aggregate value of the IPTsentered into with the same interested person, are disclosed as follows:Name of Interested PersonAggregate value of all IPTs during thefinancial year under review (excludingtransactions less than $100,000and transactions conducted undershareholders’ mandate pursuant to Rule920 of Listing Manual of SGX-ST)Aggregate value of all IPTsconducted under shareholders’mandate pursuant to Rule 920 ofListing Manual of SGX-ST (excludingtransactions less than $100,000)(A) Transactions for the sale of goodsand services with SingaporeTelecommunications Ltd and itssubsidiaries-$7,755,544(B) Transactions for the sale of goodsand services with Starhub Ltd andits subsidiaries-$2,014,670(C) Transactions for the sale of goodsand services with SingaporeComputer Systems Ltd and itssubsidiaries-$ 828,819(D) Transactions for the sale of goodsand services with SingaporeTechnologies Engineering Ltd andits subsidiaries and associates-$ 826,954(E) Transactions for the sale of goodsand services with GuangzhouJia Dou Ji Tuan Co Ltd and itssubsidiaries-$ 1,618,413(F) Transactions for the saleof goods and services withTemasek Holdings Pte Ltd and itssubsidiaries-$1,051,277ECS HOLDINGs LIMITED Annual Report 200537
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Page 7 and 8: Keep GoingNote fromThe EditorMr Jan
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Page 19: Keep GoingRevenue By Business Segme
Page 22 and 23: 1 2Board of directors341. Mr Lin Ch
Page 24 and 25: Board of directors10119129. Mrs Lee
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Page 30: GroupStructureECS Holdings LimitedT
Page 35 and 36: Keep GoingCorporateGovernance State
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Page 55 and 56: Keep GoingThese notes form an integ
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ProxY formAnnual General MeetingECS
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