SINGAPORE MYANMAR INVESTCO LIMITED
| Annual Report 2016
34
CORPORATE GOVERNANCE
REPORT
Principle 13: Internal Audit
The AC annually reviews the adequacy and effectiveness of the Company’s internal audit function. In the build up of the
Myanmar businesses in FY2016, it was not considered necessary to have an independent internal audit as little revenue
was generated in first half FY2016 and in the second half, new businesses were being negotiated but many were not yet
operational. An internal audit function focused on Myanmar will be introduced in FY2017.
Principle 14: Shareholder Rights
The Company’s corporate governance practices promote the fair and equitable treatment to all shareholders. To facilitate
shareholders’ ownership rights, the Company ensures that all material information is disclosed on a comprehensive,
accurate and timely basis via SGXNET, in particular especially information pertaining to the Group’s business development
and financial performance which could have a material impact on the share price of the Company, so as to enable
shareholders to make informed decisions in respect of their investments in the Company.
Shareholders are informed of shareholders’ meetings through notices contained in annual reports or circulars sent to all
shareholders. These notices are also published in the local newspaper and posted onto the SGXNET.
All shareholders are entitled to attend the general meetings and are afforded the opportunity to participate effectively in
the general meetings. They are entitled to vote in accordance with the established voting rules and procedures.
The Constitution of the Company allows each shareholder to appoint up to two (2) proxies to attend and vote at the
general meetings. The Company does not provide for absentia voting methods such as by mail, email, or fax due to
concerns as to the integrity of such information and authentication of the identity of shareholders voting by such means.
With the Companies (Amendment) Act 2014, with effect from 3 January 2016, a member who is a relevant intermediary
is entitled to appoint more than two (2) proxies to attend and vote at the AGM, but each proxy must be appointed to
exercise the rights attached to a different share or shares held by such member. Where such member appoints more than
two (2) proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in
the instrument appointing a proxy or proxies. “Relevant intermediary” has the meaning ascribed to it in Section 181 of the
Companies Act, Cap 50. At the forthcoming AGM, a member who is a relevant intermediary is entitled to appoint more
than two (2) proxies to attend and vote at the AGM.
Principle 15: Communication with Shareholders
The Company is committed to maintaining a regular, effective and fair communication with shareholders. The Board strives
to ensure that all material information is disclosed to the shareholders in an equal, adequate and timely manner. The
Board informs and communicates with shareholders through announcement releases through SGXNET, annual reports, and
advertisement of notices of meetings and at AGMs.
The Company conducts its investor relations on the following principles:
a.
information deemed to be price-sensitive is disseminated without delay via announcements and/or press releases
on SGXNET;
b.
endeavour to provide comprehensive information in financial results announcements to help shareholders and
potential investors make informed decisions; and
c.
operate an open policy with regard to investor/email enquiries.
The Company does not have a fixed dividend policy at present. Key considerations that affect dividend decisions and
the level of payouts include the Group’s profit growth, level of cash available, projected levels of capital expenditure and
investment plans and any other factors as the Board may deed appropriate.
No dividend was paid for the financial year ended 31 March 2016 as the Group reported a net operating loss for the year.
