REPORT ON CORPORATE GOVERNANCE Key Information on Directors The profile of the Directors and key information are set out under “Board of Directors” section in this Annual Report. Additional information on Directors seeking for re-election as required under Rule 720 (6) of the Listing Rules is also appended to the Notice of AGM. Board Performance Principle 5 Board Evaluation The NC undertakes a process to assess the effectiveness of the Board and its Board Committees. Directors are requested to complete both the Board and Board Committees Evaluation Questionnaires to assess the overall effectiveness of the Board and the Board Committees. The NC has extracted salient recommendations from the 2018 CG Code and incorporated these recommendations into the Board and Board Committees Evaluation Questionnaires. On an annual basis, the Directors will complete both the Board and Board Committees Evaluation Questionnaires of which results are then collated by the Company Secretary in the form of a collective report. The reports will be discussed during the NC meeting to assess and further enhance the effectiveness of the Board and/or the Board Committees. The Board Chairman will act on the results of the performance evaluation and in consultation with the NC propose, where appropriate, new members to be appointed to the Board or seek the resignation of existing members. The NC, having reviewed the performance of the Board in terms of its roles and responsibilities and the conduct of its affairs as a whole, is of the view that the Board and the Board committees have operated efficiently, the Board has met its performance objectives and each Director has contributed to the overall effectiveness of the Board in the financial year under review. Board Performance Criteria In evaluating the performance of the Directors, the NC took into account, amongst other factors, the Directors’ qualification by knowledge and experience to fulfil their duties, attendance and participation at Board meetings and Committee meetings (where applicable), quality of interventions or differences of opinion expressed and any other special contributions. The NC 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 NC and the Board shall justify its decision for the change. As the NC 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 longterm performance. Therefore, the NC 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. 48 CSE GLOBAL LIMITED
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