SUNNINGDALE TECH LTD
ANNUAL REPORT 2014
CORPORATE GOVERNANCE REPORT
26
The CEO is the highest ranking Executive Officer of the Group. The CEO is responsible for:-
•
running the day-to-day business of the Group, within the authorities delegated to him by the Board.
•
ensuring implementation policies and strategy across the Group as set by the Board.
•
day-to-day management of the executive and senior management team.
•
ensuring that the Chairman is kept appraised in a timely manner of issues faced by the Group and of any important events
and developments.
•
leading the development of the Group’s future strategy including identifying and assessing risks and opportunities for the
growth of its business and reviewing the performance of its existing businesses.
•
Board membership
As at the date of this report, the Group is in the midst of integrating the operations of the Sunningdale Singapore Holdings Pte Ltd
(formerly known as Anchorage Singapore Holdings Pte Ltd) and its subsidiaries (“SSH Group”) which they have acquired in November
2014. It will take up till the end of this year to complete the integration. Given the increased demands, the Chairman will be spending
more time to ensure a smooth integration of SSH Group to the Group.
Principle 4
:
There should be a formal and transparent process for the appointment and re-appointment of directors to
the Board.
For FY 2014, the
NC
comprises a non-executive director and two independent directors of the Company, i.e. Mr Ong Sim Ho as the
Chairman, Messrs Steven Uhlmann and Gabriel Teo Chen Thye as members. Mr. Kaka Singh, the Lead Independent Director was
appointed as a member of the
NC
in February 2015.
The responsibilities of the
NC
are to determine the criteria for identifying candidates and reviewing nominations for the appointment
of directors to the Board and also to decide on how the Board’s performance may be evaluated and propose objective performance
criteria for the Board’s approval.
In addition, the
NC
also performs the following functions:
•
re-nominate any director, having regard to the director’s contribution and performance;
•
determine on an annual basis whether a director is independent;
•
decide whether a director is able to and has been adequately carrying out his duties as a director of the Company, particularly
where the director has multiple board representations; and
•
identify gaps in the mix of skills, experience and other qualities required in an effective board so as to better nominate or
recommend suitable candidates to fill the gaps.
The
NC
seeks to ensure that the size of the Board is conducive to effective discussion and decision making and that the Board has
an appropriate number of independent directors. The Board considers the present Board size and the number of Board Committees
to be sufficient, taking into account the scope and nature of the Company’s operations.
The
NC
is regulated by its terms of reference that sets out its responsibilities, procedures and in particular the calling of meetings,
notice to be given of such meetings, the voting and proceedings thereat. The Company also maintains records of the deliberations
and proceedings of the
NC
.
CORPORATE GOVERNANCE REPORT
