12
SUNMOON FOOD COMPANY LIMITED
ANNUAL REPORT 2015
REPORT ON
CORPORATE GOVERNANCE
The approval of the Board is required for any matters which is likely to have a material impact on the Group’s operating
units and/or financial positions as well as matters other than in the ordinary course of business. Matters requiring the
Board’s decision and approval include:
1.
Major funding proposals, investments, acquisitions and divestments including the Group’s commitment in terms of
capital and other resources;
2.
Corporate and Business plans, the annual budgets and financial plans of the Group;
3.
Statutory Reporting including quarterly and full year announcements to SGX, Annual Report, any ad-hoc release to
SGX;
4.
Internal controls and risk management strategies and execution;
5.
Appointment of directors and key management staff, including review of performance and remuneration packages;
and
6.
The Group has also in place financial authorization limits for matters such as operating and capital expenditure,
credit lines and acquisition and disposal of assets and investments, which require the approval of the Board as per
limits and Delegation of Authority set by the Board.
The directors, when first appointed, were given an orientation on the Group’s business strategies and operations.
Directors also had the opportunity to visit the Group’s operating facilities and meet with the Management to gain a better
understanding of the Group’s business operations and governance practices. In the event of appointment of a director,
the Company will provide a formal letter to the director, setting out the director’s duties and obligations. All directors to
be appointed will also receive an orientation on the business strategies and operations of the Group and those who have
no prior experience as directors of a listed company will undergo briefing on the roles and responsibilities as directors of
a listed company.
DIRECTORS’ MEETINGS HELD IN 2015
Details of directors’ attendance at the Board and Board committee meetings held for the financial period from 1 January
2015 to 31 December 2015 are summarised in the table below.
DIRECTORS’ ATTENDANCE AT BOARD AND BOARD COMMITTEE MEETINGS
Board
Audit & Risk
Committee
Remuneration
Committee
Nominating
Committee
Number of Meetings held
4
4
2
2
Directors during financial period
Mr Gary Loh Hock Chuan
4
–
–
–
Dr. Tan Eng Liang
4
4
2
2
Mr Chee Wai Pong
4
4
2
2
Mr Michael John Martin
4
4
2
1
Mrs Jessie Peh*
–
–
–
–
* Mrs Jessie Peh was appointed as independent director on 5 November 2015.