TenaciTy againsT adversiTy - Swissco Holdings Limited

34CorporateGovernance ReportThe AC will also assess the effectiveness of the internal audit, on an annual basis, by examining the scope of theinternal audit work and its independence, the internal auditor’s report and its relationship with the external auditors.14. COMMUNICATIONS WITH SHAREHOLDERSPrinciple 14:Companies should engage in regular and fair communication with shareholders.The Company recognises that effective communication leads to transparency and enhances accountability. TheCompany regularly conveys pertinent information, gathers views or input, and addresses shareholders’ concerns.In this regard, the Company provides timely information to its shareholders via SGXNET announcements and newsreleases and ensures that price-sensitive information is publicly released, and is announced within the mandatoryperiod. The Company does not practise selective disclosure.Principle 15:Companies should encourage greater shareholder participation at AGMs, and allowshareholders the opportunity to communicate their views on various matters affecting thecompany.All shareholders of the Company receive the Annual Report and the notice of the annual general meeting. The noticewill also be advertised in a local newspaper and made available on SGXNET. The Company encourages shareholders’participation at annual general meetings and all shareholders are given the opportunity to voice their views and todirect queries regarding the Group to directors, including the chairperson of each of our Board Committees. TheCompany’s external auditors are also present to assist the Board in addressing any relevant queries from shareholders.The Company also ensures that there are separate resolutions at general meetings on each distinct issue.The Board supports the Code’s principle to encourage shareholder participation. The Articles of Association of theCompany presently allow a member of the Company to appoint one or two proxies to attend and vote at generalmeetings.15. DEALINGS IN SECURITIESIn compliance with the best practices set out in the SGX Listing Manual on dealings in securities, the Company hasdevised its own internal compliance code to provide guidance to its officers. Directors and employees of the Companyare advised not deal in the Company’s shares on short-term considerations or when they are in the possession ofunpublished price-sensitive information. The Company prohibits dealings in its shares by its officers and employeesduring the period commencing one month before any announcement of the Company’s fi nancial statements andending on the date of the announcement of the results.16. MATERIAL CONTRACTSThere is no material contracts entered into by the Company or any of its subsidiaries involving the interest of anyDirector or controlling shareholder during the period under review.17. RISK MANAGEMENT COMMITTEEThe Company has established a Risk Management Committee on 14 October 2010 comprising Mr Oh Choon Gan, asthe Chairman, and Mr Robert Chua, Mr Kang Hwee Meng, Mr Alex Yeo and Mr Sam Kwai Hoong as members.The Board acknowledges that risk is inherent in business and these are commercial risks to be taken in the courseof generating a return on business activities. The Board’s policy is that risks should be managed within the Group’soverall risk tolerance.The Risk Management Committee met on 15 August 2011 to review the Group’s business and operational activitiesand identified areas of significant business risks as well as appropriate measures to control to bring them to withinacceptable cost and tolerance parameters. The Board also works with the external auditors on their recommendations,and institutes and executes relevant controls with a view to managing business risks.