CORPORATE GOVERNANCE STATEMENT
YEAR ENDED 31 DECEMBER 2015
The Company believes that the disclosure of the detailed remuneration packages of employees, including those who are immediate
family members of the Directors or the CEO (or equivalent) of the Company would be prejudicial to the Company’s interests and
hamper its ability to retain and nurture the Group’s talent pool and hence have chosen to make disclosures in relation thereto in bands
of $250,000.
Information of the key executive officers is set out on page 4.
The Company does not have any employee share option scheme. For part of FY2015, WIL was one of the subsidiary corporations
whose financial statements were consolidated with the Company’s, and WIL had a share option scheme. However, as announced by the
Company on 22 September 2015, the Group has ceased to have any interests in the shares of WIL with effect from 18 September 2015.
As WIL has ceased to be a subsidiary corporation, the details of its share option scheme have not been disclosed.
ACCOUNTABILITY AND AUDIT (Principles 10, 11, 12 and 13 of the Code)
Audit and Risk Management Committee
The members of the audit and risk management Committee (the “Audit and Risk Management Committee”) were Mr Lim Jun Xiong
Steven (Chairman of the Audit and Risk Management Committee), Mr Chow Yew Hon and Mr Chan Pengee, Adrian. The members
of the Audit and Risk Management Committee (including the Chairman) possess recent and relevant accounting or related financial
management expertise or experience.
The Audit and Risk Management Committee had full access to and co-operation of the management. The Audit and Risk Management
Committee also had discretion to invite any Director or executive officer to attend its meetings and was assured of adequate resources
to enable it to discharge its functions properly. KPMG LLP (an accounting firm registered with the Accounting and Corporate Regulatory
Authority of Singapore), the Company’s external auditors had unrestricted access to the Audit and Risk Management Committee.
The Audit and Risk Management Committee was satisfied that the Company’s external auditors and the audit engagement partner
assigned to the audit had adequate resources and experience to meet its audit obligations. In this connection, the Company has
complied with Rule 712 of the Listing Manual of the Singapore Exchange Securities Trading Limited (“SGX-ST”).
According to the Audit and Risk Management Committee’s terms of reference, the Audit and Risk Management Committee’s duties and
responsibilities include:
(a)
reviewing the audit plan, scope and results of the external audit and its cost effectiveness;
(b)
reviewing the independence and objectivity of the external auditors annually. Where the auditors also supply a substantial
volume of non-audit services to the Company, the Committee shall keep under review the nature and extent of such services,
seeking to maintain objectivity;
(c)
reviewing the significant financial reporting issues and judgments so as to ensure the integrity of the financial statements of the
Company and any announcements relating to the Company’s financial performance;
(d)
reviewing the interim and annual financial statements and financial announcements;
(e)
reviewing and reporting to the Board, at least annually, the adequacy and effectiveness of the Company’s internal controls,
including financial, operational, compliance and information technology controls (such review can be carried out internally or with
the assistance of any competent third parties);
(f)
reviewing the results of the internal auditors’ examination of the Group’s system of internal controls;
(g)
monitoring the establishment, appointments, staffing, qualifications and experience of the Company’s internal audit function,
including approval of the appointment and compensation terms of the head of the internal audit function, review of whether the
internal audit function is adequately resourced, is independent of the activities it audits, and has appropriate standing within the
Company. The internal audit function can either be in-house, outsourced to a reputable accounting/auditing firm, or performed
by a major shareholder, holding company, parent company or controlling enterprise with an internal audit staff;
HONG FOK CORPORATION LIMITED
17
ANNUAL REPORT 2015
