REPORT ON CORPORATE GOVERNANCE
The Directors who are retiring at the forthcoming AGM are as follows:
under Article 95(2)
Mr Tan Mok Koon (last re-elected 18 April 2013)
Dr Lim Boh Soon (last re-elected 18 April 2013)
under Article 77
Mr Tan Hien Meng (appointed 1 November 2014)
under Section 153(2) of the Companies Act, Cap. 50
Mr Lee Soo Hoon Phillip
The Nominating Committee has recommended the re-election of Dr Lim Boh Soon, and Mr Tan Hien Meng; and the re-
appointment of Mr Lee Soo Hoon as Directors of the Company at the forthcoming AGM.
Mr Tan Mok Koon has informed the Board that he will not be seeking re-election at the forthcoming AGM. The Board wishes to
place on record its appreciation to Mr Tan for his invaluable contributions to the Board and the Group.
Key information regarding theDirectors of theCompany in respect of academic andprofessional qualifications, board committees
served on (as a member or chairman), date of first appointment as a Director of the Company, date of last re-election as a Director
of the Company, directorships and chairmanship both present and those held over the preceding three years in other listed
companies and other major appointments are set out in the Annual Report under Directors’ Profile. Key information regarding the
Directors of the Company in respect of shareholdings in the Company and its subsidiary companies are disclosed in the Report
of the Directors under Directors’ interests in shares and debentures and share options.
5. Board Performance
The Nominating Committee has evaluated the Board taken as a whole. In evaluating the performance of the Directors, the
NominatingCommittee took intoaccount, amongst other factors, theDirectors’ qualificationby knowledgeandexperience to fulfil
their duties, attendance and participation at Boardmeetings andCommitteemeetings (where applicable), quality of interventions
or differences of opinion expressed and any other special contributions. The Nominating Committee also considered whether the
Directors have reasonable understanding of the Company’s business and the industry, and the Directors’ working relationship with
the other members of the Board. These performance criteria shall not change from year to year, and where circumstances deem it
necessary for any of the criteria to be changed, the Nominating Committee and the Board shall justify its decision for the change.
As the Nominating Committee will be measuring the Board’s stewardship of the Company based principally on qualitative
criteria, it is therefore not easy to show a direct correlation between the Board’s actions taken as a whole and the Company’s
long term performance. Therefore, the Nominating Committee will not attempt to specifically quantify the Board’s contribution
to enhancing long term shareholders’ value, for instance, by measuring it against the Company’s share price performance over
a five-year period vis-à-vis the Singapore Straits Times Index. As such, the Company’s share price performance will not be used
as a performance evaluation criterion of the Board. In addition, there are no specific benchmark indices of industry peers for
comparison in respect of such quantitative performance criteria. In the absence of any appropriate and relevant benchmark
indices, the benchmark indices of industry peers will also not be used as a performance evaluation criterion of the Board.
36
CSE Global Limited