Asia-Pacific Strategic Investments Limited - Annual Report 2021

Corporate Governance Report

The Board members have separate and independent access to the Company Secretary. Under the direction of the Chairman, the Company Secretary ensures good information flows within the Board and its committees and between Management and non-executive directors, advising the Board on all governance matters, while also facilitating orientation and assisting professional development as required. The Company Secretary attends all Board meetings and meetings of Board Committees. The Company Secretary assists the Board in ensuring that Board procedures and relevant rules and regulations are complied with. The Board decides on the appointment and removal of the Company Secretary.

The Board, either individually or as a group, in the discharge of its duties, has access to independent professional advice, if necessary, at the Company’s expense.

Newly appointed directors will undergo an orientation programme where the Chief Executive Officer briefs them on the Group’s business, policies and governance practices to ensure that they are familiar with these areas. Directors and key management personnel are encouraged to undergo, at the Company’s expense, relevant training to enhance their skills and knowledge, particularly regarding new laws, regulations and changing risks that affect the Group’s operations. Other areas where training is provided include governance practices as well as accounting, legal and industry-specific knowledge.

There was no new Director appointed during the financial year ended 30 June 2021.

Board Composition and Guidance

Principle 2: The Board has an appropriate level of independence and diversity of thought and background in its composition to enable it to make decisions in the best interests of the company.

The Company has in place a Board Diversity Policy which advocates meritocracy and endorses the principle of having a board with the appropriate and right balance of skills, knowledge, experience and diversity of perspectives which can contribute effectively to the strategy and growth of the Company. In reviewing Board composition and succession planning, the Nominating Committee (the “NC”) considers the benefits of all aspects of diversity, including diversity of skills, age, experience, gender and knowledge of the Company. A key requirement is that only individuals with broad-based experiences and right skills set will be appointed to the Board. The Board has a female representation on its Board. The Board is fully supportive of the policy and together with the NC will set the relevant objectives to promote gender diversity to support the long-term success of the Company. The Board, taking into account the nature and scope of the Group’s operations and the impact of the number of directors upon effectiveness in decision making, is of the view that the current board size of five directors of which majority of the directors are independent, is appropriate. The Board exercises judgment on corporate affairs objectively and independently, in particular, from Management and no individual or small group of individuals dominates the Board’s decision-making. The Company complied with Provisions 2.2 and 2.3 of the Code whereby the Independent Directors of the Company made up a majority of the Board where the Chairman of the Board is an Executive Director. The Non-Executive Directors (which include the Independent Directors) also made up a majority of the Board.

ANNUAL REPORT 2021

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