Corporate Governance

• Mr Chong Weng Hoe, Chairman
• Ms Wee Kim Lin Evelyn, Member
• Ms Zhang Yongmei, Member

Key Responsibilities

1. To assist our Board of Directors in discharging its statutory responsibilities on financing and accounting matters;
2. To review significant financial reporting issues and judgments to ensure the integrity of the financial statements and any formal announcements relating to financial performance;
3. To review the scope and results of the audit and its cost effectiveness, and the independence and objectivity of the external auditors;
4. To review the external auditor’s audit plan and audit report, and the external auditor’s valuation of the system of internal accounting controls, including financial, operational, compliance and information technology controls;
5. To review the key financial risk areas, the risk management structure and any oversight of the risk management process and activities to mitigate and manage risk at acceptable levels determined by our Board of Directors;
6. To review statements to be included in the annual report concerning the adequacy and effectiveness of our risk management and internal controls systems, including financial, operational, compliance controls, and information technology controls;
7. To review any interested person transactions and monitoring the procedures established to regulate interested person transactions, including ensuring compliance with our Company’s internal control system and the relevant provisions of the Catalist Rules, as well as all conflicts of interests to ensure that proper measures to mitigate such conflicts of interests have been put in place;
8. To review the scope and results of the internal audit procedures, and at least annually, the adequacy and effectiveness of our internal audit function;
9. To approve the hiring, removal, evaluation and compensation of the head of the internal audit function, or the accounting/auditing firm or corporation to which the internal audit function is outsourced;
10. To appraise and report to our Board of Directors on the audits undertaken by the external auditors and internal auditors, the adequacy of disclosure of information;
11. To make recommendations to our Board of Directors on the proposals to Shareholders on the appointment, reappointment and removal of the external auditor, and approving the remuneration and terms of engagement of the external auditor;
12. To undertake such other reviews and projects as may be requested by our Board of Directors, and report to our Board its findings from time to time on matters arising and requiring the attention of our Audit Committee; and
13. To undertake generally such other functions and duties as may be required by law or the Catalist Rules, and by amendments made thereto from time to time.

• Ms Wee Kim Lin Evelyn, Chairman
• Mr Chong Weng Hoe, Member
• Ms Zhang Yongmei, Member

Key Responsibilities

1. To make recommendations to our Board of Directors on relevant matters relating to (i) the review of board succession plans for Directors, in particular, our Chairman and the Chief Executive Officer, (ii) the reviewing of training and professional development programs for our Board and (iii) the appointment and re-appointment of our Directors (including alternate Directors, if applicable);
2. To review and determine annually, and as and when circumstances require, if a Director is independent, in accordance with the Code of Corporate Governance and any other salient factors;
3. To review the composition of our Board of Directors annually to ensure that our Board of Directors and our Board committees comprise Directors who as a group provide an appropriate balance and diversity of skills, expertise, gender and knowledge of our Group and provide core competencies such as accounting or finance, business or management experience, industry knowledge, strategic planning experience and customer-based experience and knowledge; and
4. Where a Director has multiple board representations, to decide whether the Director is able to and has been adequately carried out his duties as Director, taking into consideration the Director’s number of listed company board representation and other principal commitments

• Ms Wee Kim Lin Evelyn, Chairman
• Mr Chong Weng Hoe, Member
• Ms Zhang Yongmei, Member

Key Responsibilities

1. To review and recommend to our Board of Directors, in consultation with the Chairman of our Board of Directors, for endorsement, a comprehensive remuneration policy framework and guidelines for remuneration of our Directors, the Chief Executive Officer and other persons having authority and responsibility for planning, directing and controlling the activities of our Company;
2. To review and recommend to our Board of Directors, for endorsement, the specific remuneration packages for each of our Directors and Key Management Personnel;
3. To review and approve the design of all share option plans, performance share plans and/or other equity based plans;
4. In the case of service contracts, to review our Company’s obligations arising in the event of termination of the Directors’ or Key Management Personnels’ contracts of service, to ensure that such contracts of service contain fair and reasonable termination clauses which are not overly generous, with a view to being fair and avoiding the reward of poor performance; and
5. To approve performance targets for assessing the performance of each of the Key Management Personnel and recommend such targets as well as employee specific remuneration packages for each of such Key Management Personnel, for endorsement by our Board of Directors.