TUNG LOK RESTAURANTS (2000) LTD / Annual Report
2016
10
Corporate Governance Report
TUNG LOK RESTAURANTS (2000) LTD
(the “
Company
”) is committed to ensure and maintain a high standard of corporate
governance with a view of enhancing corporate transparency and safeguarding interests of the shareholders, and seeks to
comply with the Code of Corporate Governance 2012 (the
“
Code
”) issued on 2 May 2012 where appropriate. This report
describes the corporate governance framework and practices of the Company for the financial year ended 31 March 2016
(“
FY16
”) with specific reference made to the principles and guidelines of the Code. In so far as any guideline of the Code has
not been complied with, the reason has been provided.
BOARD MATTERS
Principle 1: The Board’s Conduct of Affairs
Every Company should be headed by an effective Board to lead and control the Company. The Board is collectively responsible
for the long-term success of the Company. The Board works with Management to achieve this objective and Management
remains accountable to the Board.
Guidelines of the Code
Tung Lok’s Corporate Governance practices
1.1 The Board’s role
The Board is accountable to the shareholders and oversees the overall management of the
business and affairs of the Group, including providing leadership and supervision to the
Management of the Group so as to protect and enhance long-term value and returns for its
shareholders.
Besides carrying out its statutory responsibilities, the Board’s principal responsibilities
include:
(1)
provide entrepreneurial leadership, set strategic objectives, and ensure that the
necessary financial and human resources are in place for the company to meet its
objectives;
(2)
review Management performance (including Group’s financial and operating
performance);
(3)
establish a framework of prudent and effective controls which enable risks to be
assessed and managed, including safeguarding of shareholders’ interests and the
Company’s assets;
(4)
approve major investment and divestment proposals, material acquisitions and
disposals of assets (exceeding S$200,000/-), corporate or financial restructuring and
share issuances;
(5)
identify the key stakeholder groups and recognise that their perceptions affect the
Company’s reputation;
(6)
set the Company’s values and standards (including ethical standards), and ensure that
obligations to shareholders and other stakeholders are understood and met;
(7)
consider sustainability issues, e.g. environmental and social factors, as part of its
strategic formulation; and
(8)
assume responsibility for corporate governance.
1.2 Directors to objectively
discharge their duties and
responsibilities
All directors exercise reasonable diligence and independent judgement when making
decisions and are obliged to act in good faith and objectively discharge their duties and
responsibilities at all times as fiduciaries in the interest of the Company.
