SINGAPORE WINDSOR HOLDINGS LIMITED
| Annual Report 2015
17
CORPORATE GOVERNANCE
REPORT
Upon the appointment of a new Director, the Company would issue a formal letter of appointment setting out the
statutory and other duties and obligations of the Director.
All Directors are encouraged to keep themselves updated on changes to the financial, legal and regulatory as well as
corporate governance requirements, framework and the business environment through reading relevant literature and
attending appropriate seminars and courses conducted by bodies such as Singapore Exchange Securities Trading Limited
(“SGX-ST”) and Singapore Institute of Directors.
A number of Directorship changes occurred in the course of the financial year under review:-
1.
Mr Ho Kwok Wai was re-designated from Chairman of the Board and Executive Director of the Company to Non-
Executive Chairman of the Board and Non-Executive Director on 23 January 2015;
2.
Mr Mark Francis Bedingham was appointed as an Executive Director of the Company, President and Chief
Executive Officer (“CEO”) of the Company with effect from 23 January 2015.
Following the above-mentioned change, the new composition of the Board is as follows:
Mr Ho Kwok Wai, Non-Executive Chairman
Mr Mark Francis Bedingham, Executive Director, President and Chief Executive Officer
Mr Chan Tak Sing Martin, Executive Director
Mr Fong Sing Chak Jack, Non-Executive Director
Mr Wee Sung Leng, Independent Director
Mr Wong Yen Siang, Independent Director
The attendance of directors at the Board and committee meetings for the financial year ended 31 March 2015 (“FY2015’)
are as follows:–
Types of
Meetings
Directors
Board
Audit
Committee
Nominating
Committee
Remuneration
Committee
Number of Meetings held
6
4
2
2
Ho Kwok Wai
6
–
–
–
Chan Tak Sing Martin
6
–
–
–
Fong Sing Chak Jack
6
4
2
2
Wong Yen Siang
6
4
2
2
Wee Sung Leng
6
4
2
2
Mark Francis Bedingham
(appointed on 23 January 2015)
2
–
–
–
Three Committees have been established to assist the Board in discharging its duties and responsibilities and to enhance
the Group’s corporate governance framework. The Committees include the Audit Committee (“AC”), the Nominating
Committee (“NC”) and the Remuneration Committee (“RC”). The Board also delegates certain of its functions to these
Committees, which would make recommendations to the Board. These Committees, which operate within clearly defined
terms of reference, play an important role in ensuring good corporate governance in the Company and within the Group.
These terms of reference are reviewed on a regular basis to ensure their continued relevance.