The independent directors participate actively during Board meetings.
In addition to providing constructive advice to management on pertinent
issues affecting the affairs and business of the Group, they also review
management’s performance in meeting goals and objectives of the Group’s
business segments. The Company has benefited from management’s access
to its directors for guidance and exchange of views both within and outside of
the meetings of the Board and Board Committees. The independent directors
communicate amongst themselves and with the Company’s auditors and
senior managers. The independent directors meet without the presence of
the executive directors and/or management, where necessary.
Given current difficult conditions in the offshore and maritime industry,
the Independent Directors have met separately and without the executive
directors on two occasions, the Independent Directors have met with the
auditors and without the executive directors on two occasions and the
Lead Independent Director has met with select executive directors on four or
more occasions.
Chairman and Chief Executive Officer
Principle 3: There should be a clear division of responsibilities
between the leadership of the Board and the
executives responsible for managing the company’s
business. No one individual should represent
a considerable concentration of power.
Mr Ang Kok Tian is both the Chairman of the Board, Managing Director and
CEO of the Company. Mr Ang Kok Tian is involved in the day-to-day running
of the Group; he leads management in setting marketing strategies and
objectives and ensures accurate, adequate and timely flow of information
between the Board, management and shareholders of the Company.
He facilitates constructive discussions between the Board and management
and encourages their effective contributions. Whilst the independent
directors of the Company possess the relevant expertise and experience
in their respective professional fields, none have had significant hands-on
experience in the marine industry. Consequently, and given the volatility and
challenges of the marine industry, they are of the view that it is in the best
interests of the Group to have Mr Ang Kok Tian as Chairman so that the Board
can have the benefit of a Chairman who is knowledgeable about the marine
industry and the businesses of the Group and is thereby better able to guide
discussions and ensures that the Board is properly briefed in a timely manner
on pertinent issues and developments. The Chairman takes a leading role in
ensuring the Company’s compliance with corporate governance guidelines
with the full support of the directors, Company Secretary and management.
Mr Ang Ah Nui is the Deputy Managing Director and is involved in the day-
to-day running of the Group and is in charge of operations. However, and to
ensure there is no over concentration of power in the hands of Mr. Ang Kok
Tian, the Board has granted exclusive powers to Mr. Ang Ah Nui with respect
to operations. This means that in the area of operations, Mr. Ang Ah Nui
discusses matters with Mr. Ang Kok Tian but is directly responsible to the
Board. In the absence of Mr Ang Kok Tian, Mr Ang Ah Nui would stand in as
the acting Managing Director to ensure continuity of the business operations
of the Company.
Governance
Disclosure Guide
CORPORATE GOVERNANCE REPORT
30
ASL Marine Holdings Ltd.
Annual Report 2016
