KIM HENG OFFSHORE & MARINE HOLDINGS LIMITED
32
Corporate Governance Report
The Board has not engaged any external facilitator in conducting the assessment of the effectiveness of the Board
and the Board Committee and the performance of individual Directors. Where relevant, the NC will consider such
engagement.
Each member of the NC shall abstain from voting on any resolutions and making any recommendation and/or
participating in any deliberations of the NC in respect of the assessment of his/her own performance or re-nomination
as director.
Access to Information
Principle 6:
In order to fulfil their responsibilities, directors should be provided with complete, adequate and
timely information prior to board meetings and on an on-going basis so as to enable them to make
informed decisions to discharge their duties and responsibilities.
The Management recognises the importance of ensuring the flow of complete, adequate and timely information
to the Directors on an ongoing basis to enable them to make informed decisions to discharge their duties and
responsibilities. To allow Directors sufficient time to prepare for the meetings, all Board and Board Committee papers
are distributed to the Directors in advance of the meetings. Any additional material or information requested by the
Directors is promptly furnished.
The information provided by Management to the Board include background and explanatory information such as
facts, resources needed, risk analysis and mitigation strategies, financial impact, regulatory implications, expected
outcomes, conclusions and recommendations, budgets, forecasts and internal financial statements, and in respect of
budgets, any material variance between the projections and actual results will be disclosed and explained. Employees
who can provide additional insight into matters to be discussed will be present at the relevant time during the Board
and Board Committee meetings. In order to keep Directors abreast of the Group’s operations, the Directors are also
updated on initiatives and developments on the Group’s business as soon as practicable and/or possible and on an
on-going basis.
The Board has separate and independent access to the Management and the Company Secretary at all times. The
Company Secretary is responsible for, among other things, ensuring that the Board’s procedures are observed and the
Company’s Constitution, relevant rules and regulations, including requirements of the Companies Act (Chapter 50) of
Singapore and the Catalist Rules are complied with. The Company Secretary also assists the Chairman and the Board
in implementing and strengthening corporate governance practices and processes, with a view to enhancing long-
term shareholder value.
The Company Secretary also assists the Chairman in ensuring good information flows within the Board and its Board
Committees and between the Management and the Non-Executive Directors. The Company Secretary attends and
prepares minutes for all Board meetings. As secretary for all Board Committees, the Company Secretary assists in
ensuring coordination and liaison between the Board, the Board Committees and the Management. The Company
Secretary assists the Chairman of the Board, the Chairman of Board Committees and the Management in the
development of the agendas for the various Board and Board Committee meetings. The appointment and the removal
of the Company Secretary rest with the Board. Each Director, in the furtherance of their duties, has the right to seek
independent legal and other professional advice, where appropriate, at the Company’s expense.
