Asia-Pacific Strategic Investments Limited - Annual Report 2021

Corporate Governance Report

The directors of the Company are of the view that they have objectively discharged their duties and responsibilities at all times as fiduciaries in the interest of the Company.

The Board also delegates certain of its functions to the Audit, Nominating and Remuneration Committees and these functions are described separately under the various sections below that cover each committee. Each committee has its own defined terms of reference and operating procedures. Each of these committees reports its activities regularly to the Board. The Board meets at least two times a year to review and deliberate on the key activities and business strategies of the Group, including reviewing and approving acquisition and financial performance, and to endorse the release of the interim and annual results. Ad hoc meetings are held as and when circumstances require, such as to address significant transactions or issues. Where physical meetings are not possible, timely communication with members of the Board and Board Committees are carried out through electronic means and circulation of written resolution for approval of the Board or the relevant Board Committees. The Company’s Constitution allow a board meeting to be conducted by way of a telephone conference or by means of similar communication equipment whereby all persons participating in the meeting are able to hear one another.

The number of meetings held in respect of the financial year ended 30 June 2021 and the attendance of the directors are set out in the table below:

Directors’ Attendance at Board and Board Committee Meetings

Remuneration Committee Meeting

Nominating Committee Meeting

Audit Committee Meeting

Board Meeting

Name of Director

Held Attended Held Attended Held Attended Held Attended

Dato’ Dr Choo Yeow Ming

2 2 2 2 2

2 2 2 2 2

2 (1) 2 (1)

2 2 2 2 2

1

1 1 1 1 1

1 (1) 1 (1)

1 1 1 1 1

Lum Moy Foong Dr Lam Lee G Chew Soo Lin Lien Kait Long

1 (1)

2 2 2

1 1

1 1 1

1 (1)

(1) By invitation.

Directors with multiple board representations have given sufficient time and attention to the affairs of each company.

The Company has adopted internal guidelines setting forth matters that require Board approval, examples of which include corporate plans, material acquisitions and disposals of assets, share issuances, dividends and other returns to shareholders. Clear directions have been imposed on the Management that such matters must be approved by the Board. All directors objectively take part in decisions affecting the interests of the Company. Each Director abstains from voting on any resolution and making any recommendation and/or participating in discussion on matters in which he/she is interested. In order to ensure that the Board is able to fulfill its responsibilities, Management provides Board members with management accounts of the Group and regular updates on the financial position of the Company. In addition, all relevant information on material events and transactions is circulated to directors as and when they arise. The Board members have separate and independent access to Management. Whenever necessary, senior management staff will be invited to attend the Board meetings and Audit Committee meetings to answer queries and provide detailed insights into their areas of operations.

ASIA-PACIFIC STRATEGIC INVESTMENTS LIMITED

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