KIM HENG OFFSHORE & MARINE HOLDINGS LIMITED
ANNUAL REPORT 2014
37
CORPORATE
GOVERNANCE REPORT
The Company has adopted a performance share plan known as the “Kim Heng Performance Share Plan”
(“
Kim Heng PSP
”) and a share option scheme known as the “Kim Heng Employee Share Option Scheme”
(“
Kim Heng ESOS
”) in conjunction with the listing of the Company on the Catalist of the SGX-ST, which
were approved by its shareholders at an extraordinary general meeting held on 26 December 2013. Both
the Kim Heng PSP and Kim Heng ESOS will provide eligible participants with an opportunity to participate in
the equity of the Company and to motivate them towards better performance through increased dedication
and loyalty. Both the PSP and ESOS form an integral and important component of the compensation plan
and are designed primarily to reward and retain employees whose services are vital to the growth and
performance of the Company and the Group. As at the date of this Report, no awards or options have been
granted under the Kim Heng PSP and Kim Heng ESOS respectively.
ACCOUNTABILITY AND AUDIT
Accountability
Principle 10: The Board should present a balanced and understandable assessment of the
company’s performance, position and prospects.
Risk Management and Internal Controls
Principle 11: The Board is responsible for the governance of risk. The Board should ensure that
Management maintains a sound system of risk management and internal controls to
safeguard shareholders’ interests and the company’s assets, and should determine the
nature and extent of the significant risks which the Board is willing to take in achieving
its strategic objectives.
The Board recognises the importance of providing accurate and relevant information on a timely basis. In
this respect, the ARC reviews all financial statements and recommends them to the Board for approval. In
addition, the ARC ensures that the Company maintains a sound system of internal controls to safeguard its
shareholder’s investments and the Group’s assets as well to manage potential risks.
In discharging its responsibility of providing accurate relevant information on a timely basis to shareholders
in compliance with statutory and regulatory requirements, the Board strives to ensure timely release of the
Group’s financial results and that the results provide a balanced and understandable assessment of the
Group’s performance, position and prospects.
The Board takes steps to ensure compliance with legislative and regulatory requirements, including
requirements under the Catalist Rules, where appropriate. The Independent Directors, in consultation with
the Management, will request for the establishment of written policies of any particular matter that is deemed
essential to form part of management control.
On a quarterly basis, the Management will report to the ARC the financial processes and controls that are
in place, highlighting material financial risks and impacts and providing updates on the status of significant
financial issues of the Group, if any.
The Board is responsible for the governance of risk. It ensures that the Management maintains a sound
system of risk management and internal controls to safeguard the Company’s shareholders’ interests and
the Group’s assets and to determine the nature and extent of significant risks which the Board is willing to
take in achieving its strategic objectives.
