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ANNUAL REPORT 2013 35
CORPORATE GOVERNANCE REPORT
Haw Par Corporation Limited (the “Company”, together with its subsidiaries, the “Group”) is committed to
upholding good corporate governance practices in line with the principles and guidelines of the Code of Corporate
Governance 2012 (the “Code”). The following sections describe the Group’s corporate governance practices and
structures that were in place during the fnancial year ended 31 December 2013 (“FY 2013”).
BOARD MATTERS
Board’s Conduct of its Affairs
The principal responsibilities of the Board include:
• approving strategic plans and annual budgets;
• approving major funding, investment and divestment proposals;
• ensuring that management establishes and maintains a sound system of internal controls, risk management,
fnancial reporting and statutory compliance in order to safeguard shareholders’ interests and the Group’s
assets;
• reviewing the performance of management in attaining agreed goals and objectives; and
• approving the announcement of fnancial results and declaring dividends.
All Board members bring their judgement and a breadth of diversifed knowledge and experience to bear on issues
of strategy, performance, resources (including sustainability issues) and standards of conduct.
The Board meets at least four times a year to review the performance and business strategy of the Group. Meetings
are scheduled in advance. Ad-hoc meetings can be called when there are important and urgent matters requiring
the Board’s consideration. Board approval in writing is sometimes needed in between scheduled meetings.
The Group has adopted internal guidelines which set out specifc matters requiring Board approval. These written
guidelines also include fnancial and non-fnancial limits of authority given to management to facilitate operational
effciency. Under the guidelines, Board approval is required for material transactions such as joint ventures, mergers
and acquisitions, as well as adoption and amendment of Group risk management policy.
The Board has delegated specifc responsibilities to four Board Committees, which are the Audit, Nominating,
Remuneration and Investment Committees.