Functions of the Board (including corporate governance functions)

The Board shall-
  1. supervise the management of the business and affairs of the Company. Apart from its statutory responsibilities, the Board also serves to review and approve the Company's strategic plans, key operational initiatives, major investments and funding decisions; identifies principal risks of the Company's businesses and ensures the implementation of appropriate systems to manage these risks; reviews the financial performance of the Company and evaluates the performance and compensation of senior management personnel. The day-to-day running of the Company is delegated to the management.
  2. hold meetings on a regular basis. It conducts at least 4 meetings a year and ad hoc meetings are convened when warranted by circumstances.
  3. in order to enable the Board to fulfill its responsibilities effectively, the Directors are provided with regular updates on the financial position of the Company. Timely and complete information are also given to the Directors prior to any board meetings to enable the Directors to make informed decisions.
  4. have separate and independent access to the Company's senior management, including the Company Secretary at all times. The Directors, either individually or as a company, in the furtherance of their duties, can take independent professional advice, if deemed necessary, at the Company's expense.
  5. be assisted by the Audit Committee, Remuneration Committee and Nomination Committee. The Board considers that all the members of each committee have the experience and none of them have interests which conflict with their positions in the Committee.
  6. perform the corporate governance functions as below:
    (a) to develop and review the Company's policies and practices on corporate governance;
    (b) to review and monitor the training and continuous professional development of directors and senior management;
    (c) to review and monitor the Company's policies and practices in compliance with legal and regulatory requirements;
    (d) to develop, review and monitor the code of conduct and compliance manual (if any) applicable to employees and directors; and
    (e) to review the Company's compliance with the code and disclosure in the Corporate Governance Report.

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