CORPORATE
GOVERNANCE
COSCO Corporation (Singapore) Limited (“COSCO Corporation” or the “Company”) and its subsidiaries (together, the “Group”)
believe that good corporate governance is essential to facilitate effective, entrepreneurial and prudent management that can
deliver the long-term success of the Company.
The Board of Directors (the “Board”), guided by the Singapore Code of Corporate Governance 2012 (the “CG Code 2012”)
issued by the Monetary Authority of Singapore (the “MAS”) and the disclosure guide developed by the Singapore Securities
Trading Limited (the “Guide”), remains committed to the principles and guidelines stated therein to achieve high standards
of business integrity, ethics and professionalism across all its activities. The Company complies with all key principles and
guidelines set out in the CG Code 2012. Appropriate explanations have been provided in the relevant sections below where
there are deviations from the CG Code 2012 and/or the Guide.
A. BOARD MATTERS
THE BOARD’S CONDUCT OF AFFAIRS
Principle 1
Governance is overseen by the Board together with Management, who is led by the Group President and accountable to the
Board. All directors make decisions objectively in the best interests of the Company and have exercised due diligence and
independent judgment in so doing.
The principal functions of the Board apart from its statutory responsibilities are:
a)
to provide entrepreneurial leadership; approve the strategic objectives, corporate policies and authorisation matrix
of the Company; and ensure that the necessary financial and human resources are in place for the Company to meet
its objectives;
b)
to approve the nominations to the Board and appointment of key management, as may be recommended by the
Nominating Committee;
c)
to oversee the processes for risk management, financial reporting and compliance and evaluate the adequacy of
internal controls; approve annual budget, key operational matters, major acquisition and divestment proposals, major
funding proposals of the Company;
d)
to assume responsibility for corporate governance framework of the Company and establish a framework of prudent
and effective controls which enables risks to be assessed and managed, including safeguarding of shareholders’
interests and the Company’s assets;
e)
to review management performance;
f)
to identify the key stakeholder groups and recognise that their perceptions affect the Company’s reputation;
g)
to set values and standards (including ethical standards) of the Company and ensure that obligations to shareholders
and others are understood and met;
h)
to monitor and manage potential conflict of interest between the key management personnel, the Board and the
shareholders; and
i)
to promote corporate social responsibilities throughout the Group and include environmental and social factors as
part of its strategic formulation.
Corporate Governance and Transparency
32
COSCO Corporation (Singapore) Limited
Annual Report 2015
