Old Chang Kee Ltd - Annual Report 2016 - page 34

A N N U A L R E P O R T 2 0 1 6
32
CORPORATE
GOVERNANCE
Guideline
Code and/or Guide Description Company¡¯s Compliance or Explanation
(b) If a maximum has not been
determined, what are the
reasons?
The NC is of the view that the effectiveness of each of the Directors is best assessed by a
qualitative assessment of the Director¡¯s contributions, after taking into account his or her
other listed company board directorships and other principal commitments. In making this
assessment, the NC adopts a holistic approach by taking into consideration,
inter alia
, the
contributions by the Directors during meetings and their attendance at such meetings. The
NC also believes that it is for each Director to assess his/her own capacity and ability to
undertake other obligations or commitments together with serving on the Board effectively.
The NC does not wish to omit from consideration outstanding individuals who, despite the
demands on their time, have the capacity to participate and contribute as members of the
Board.
Furthermore, the Board is of the view that the assessment of whether each Director is able
to devote sufficient time to discharge his or her duties should not be dependent on or
restricted to such Director¡¯s number of board representations.
For FY2016, the Board is satisfied that the Directors have given sufficient time and attention
to the affairs of the Group to discharge their duties as Directors. Of the six Directors of
the Company, only one Independent Director holds one other directorship in another
listed company. The three Executive Directors do not hold any directorships in other listed
companies.
As such, the Board does not propose to set a maximum number of listed company board
representations which directors may hold until such need arises. The Board will continue to
review from time to time the number of listed company representations of each Director
to ensure that the Directors continue to meet the demands of the Group and are able to
discharge their duties adequately.
(c) What are the specific
considerations in deciding on
the capacity of directors?
The specific considerations in assessing the capacity of the Directors include the following:
(i)
the expected and/or competing time commitments of the Directors;
(ii) the geographical location of the Directors;
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