HAW PAR CORPORATION LIMITED - ANNUAL REPORT 2015 - page 35

ANNUAL REPORT 2015
33
CO R P O R AT E GOV E R NAN C E R E P O R T
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 financial year ended 31 December 2015 (“FY 2015”).
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, financial
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 financial results and declaring dividends.
All Board members bring their judgement and breadth of diversified 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 specific matters requiring Board approval. These written guidelines
also include financial and non-financial limits of authority given to management to facilitate operational efficiency. Under
the guidelines, Board approval is required for material transactions (above specified limits) such as joint ventures, mergers
and acquisitions, as well as adoption and amendment of Group risk management policy.
The Board has delegated specific responsibilities to four Board Committees, which are the Audit, Nominating, Remuneration
and Investment Committees.
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