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ANNUAL REPORT

ANNUAL REPORT

ANNUAL REPORT

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Middle East Development Singapore ltdannual report 2007 17CORPORATE GOVERNANCESTATEMENTMiddle East Development Singapore Ltd. (the “Company”) is committed to maintaining high standards of corporate governance withinthe Company and its subsidiary companies (the “Group”) and has put in place various policies and practices that will safeguard theinterests of shareholders and enhance shareholders’ value based on the Code of Corporate Governance 2005 (the “Code”) issued by theCorporate Governance Committee. Effective corporate governance supports the Company’s belief in transparency, and helps it to beforward-looking with fresh ideas, and more decisive in the execution of strategies and initiatives. It is also an effective safeguard againstfrauds and irregularities.This statement describes the Company’s corporate governance processes and activities with specific reference to the Code. Where thereare deviations from the Code, appropriate explanations will be provided.(A)BOARD MATTERSTHE BOARD’S CONDUCT OF AFFAIRSPrinciple 1: Every company should be headed by an effective Board to lead and control the company. The Board is collectivelyresponsible for the success of the company. The Board works with Management to achieve this and the Management remains accountableto the Board.The Board of Directors (the “Board”) is responsible for the overall management of the business and corporate affairs of the Group.Matters which specifically require the Board’s decision or approval are those involving:-• corporate strategy and business plans;• major investment and divestment proposals;• funding requirements of the Group;• nominations of Board Directors and appointment of key executives;• approving the recommended framework of remuneration for the Board and key executives;• half year and full year results for announcement, the annual report and accounts;• material acquisitions and disposal of assets;• corporate or financial restructuring; and• share issuance and the proposing of dividends.To assist the Board in the execution of its responsibilities and in recognition of the importance of having a high standard of accountabilityto our shareholders, the Board is supported by three committees, namely the Nominating Committee (“NC”), the RemunerationCommittee (“RC”) and the Audit Committee (“AC”). These Committees operate within clearly defined terms of reference and functionalprocedures, which are reviewed on a regular basis.Board meetings are conducted regularly on a half-yearly basis and ad-hoc meetings are convened at such other times as may be necessaryto address any specific significant matters that may arise. Important matters concerning the Group are also put to the Board for itsdecision by way of written resolutions. A Board meeting may also be conducted by way of tele–conference and video conference.

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