16
GRAND BANKS YACHTS LIMITED
ANNUAL REPORT
2016
CORPORATE GOVERNANCE REPORT
1.6 Incoming directors should receive comprehensive and
tailored induction on joining the Board. This should include
his duties as a director and how to discharge those duties,
and an orientation program to ensure that they are familiar
with the company’s business and governance practices.
The Company should provide training for first-time director
in areas such as accounting, legal and industry-specific
knowledge as appropriate.
It is equally important that all directors should receive regular
training, particularly on relevant new laws, regulations and
changing commercial risks, from time to time.
All newly appointed Directors undergo an orientation
program to provide them with background information
on the Group and industry-specific knowledge. The
Directors continuously update themselves on new
laws, regulations and changing commercial risks.
Every Director is also invited and encouraged to seek
additional training to further their skills in performing
their duties, including attending classes and/or events
sponsored by the Singapore Institute of Directors.
Directors are also informed of upcoming conferences
or seminars relevant to their roles as directors of the
Group. Such training is funded by the Company.
The Directors may, at any time, visit the Group’s
production facilities and sales locations or attend dealer
meetings, trade shows and customer activities to gain
a better understanding of the Group’s business. If
regulatory changes have a material impact on either the
Group or the Directors, Management briefs the Directors
at the Board meetings.
1.7 Upon appointment of each director, the Company should
provide a formal letter to the director, setting out the
director’s duties and obligations.
The Company has issued a formal letter to all directors.
Board Composition And Guidance
Principle 2:
There should be a strong and independent element on the Board, which is able to exercise objective
judgement on corporate affairs independently, in particular, from Management and 10% shareholders. No
individual or small group of individuals should be allowed to dominate the Board’s decision making.
Guidelines Of The Code
Grand Banks Corporate Governance Practices
2.1 There should be a strong and independent element on
the Board, with independent directors making up at least
one-third of the Board.
During the year, the Board of Directors consisted
of three independent directors, one non-executive
non-independent director and one executive director.
The Board is able to exercise objective judgement
on corporate affairs independently as independent
directors comprise 60% of the Board. Further, all Board
Committees are chaired by independent directors and
comprised primarily of independent directors. Please
refer to Table A for Board and Board Committees.
2.2 The independent directors should make up at least half of
the Board where:
(a)
The Chairman of the Board (the “Chairman”) and the
Chief Executive Officer (or equivalent) (the “CEO”) is
the same person;
(b)
The Chairman and the CEO are immediate family
members;
(c)
The Chairman is part of the management team; or
(d)
The Chairman is not an independent director.
The Chairman of the Board of Directors is an
independent director and not related to the Chief
Executive Officer.