Corporate Governance Statement
1 BOARD MATTERS
1.1 The Board’s Conduct of its Affairs
The Board is responsible for the Company’s system of corporate governance, and is ultimately accountable for
the Company’s activities, strategies and financial performance.
As a group, the Directors possess all the necessary competencies to lead and govern the Company effectively.
Brief details of the Directors’ responsibilities and qualifications are set out on pages 28 to 31.
The Board meets regularly on a quarterly basis and as warranted. Telephonic and video-conferencing meetings
of the Board are allowed under Article 102 of the Company’s Articles of Association.
The Directors’ attendances at the meetings of the Board and Board Committees are as shown below:
The Company has adopted internal guidelines setting forth matters that require Board approval. Under the
guidelines, new investments or increase in investments in businesses or fixed assets, and any divestments or sales
exceeding $10 million by any Group company, as well as all commitments to term loans and lines of credit from
banks and financial institutions exceeding $10 million by any Group company, require the approval of the Board.
Each Board member has equal responsibility to oversee the business and affairs of the Company. The Managing
Director is responsible for formulating the Company’s strategies for the Board’s review and approval and executing
the approved strategies effectively. Matters which are delegated to the Board Committees are reported to and
monitored by the Board.
Directors are given appropriate training when they are first appointed to the Board. They are also given further
appropriate training from time to time.
During the year, the Company:
- Conducted two orientation training programmes for three new Directors; and
- Organised a trip for the Board in August-September 2002 to visit China where the Group is developing
several residential projects for sale.
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