TUNG LOK RESTAURANTS (2000) LTD / Annual Report
2016
30
Corporate Governance Report
15.3 and 15.4 Board
should establish and
maintain regular dialogue
with shareholders; steps
to be taken to solicit and
understand shareholders’
views
To promote a better understanding of shareholders’ views, the Board actively encourages
shareholders to participate during the Company’s general meetings. At these meetings,
shareholders are given the opportunity to voice their views and raise issues either formally
or informally. These meetings provide excellent opportunities for the Board to engage with
shareholders to solicit their feedback.
In addition, the Company has engaged WeR1 Consultants Pte Ltd to address any queries
that the investors, analysts, press or public might have on the Company’s affairs. The investor
relations team can be reached at
.
The Company’s website at
is another channel to solicit and understand the
views of the shareholders.
15.5 Companies are
encouraged to have a
dividend payment policy
The Board does not have a fixed dividend policy at present. The form, frequency and amount
of dividends declared each year will take into consideration the Group’s profit, growth, cash
position, positive cash flow generated from operations, projected capital requirements for
business growth, general business condition, and other factors as the Board may deem
appropriate. No dividend is declared for FY16 in order to conserve and build capital. Any
dividend payouts are clearly communicated to shareholders in public announcements and via
announcements on SGXNET when the Company discloses its financial results.
Principle 16: Conduct of shareholder meetings
Companies should encourage greater shareholder participation at general meetings of shareholders, and allow shareholders the
opportunity to communicate their views on various matters affecting the Company.
16.1, 16.3 and 16.4
Shareholders have the
opportunity to participate
and vote at general
meetings; All directors
should attend general
meetings; minutes are
available to shareholders
upon request
All shareholders will receive the Annual Report and the notice of any general meetings.
Notice of AGM is dispatched to shareholders together with explanatory notes or circular on
items of special business (if necessary), at least 14 days before the meeting. At the AGM,
shareholders will be given the opportunity to voice their views and to direct questions regarding
the Group to the Directors including the chairman of each of the Board committees. The
Management and the external auditors are also present to assist the Directors in addressing
any relevant queries from the shareholders.
Shareholders are encouraged to attend the AGM of the Company to ensure a high level of
accountability and to stay informed of the Company’s strategy and goals. If the shareholders
are unable to attend the meetings, the Constitution of the Company allows a shareholder of the
Company to appoint up to two proxies to attend and vote in place of the shareholder. Relevant
Intermediaries are entitled to appoint more than two proxies to attend and vote on their behalf
at general meetings provided that each proxy is appointed to exercise the rights attached to
different shares held by the member.
Minutes of general meetings include substantial and relevant queries or comments from
shareholders relating to the agenda of the meeting and responses from the Board and
Management. These minutes would be available to shareholders upon their request.
16.2 and 16.5 Separate
resolutions on each
substantially separate issue;
Resolutions to vote by poll
Each item of special business included in the notice of the general meetings is accompanied,
where appropriate, by an explanation for the proposed resolution. Separate resolutions are
proposed for each separate issue at the meeting.
The Company acknowledges that voting by poll in all its general meetings is integral in the
enhancement of corporate governance. The Company adheres to the requirements of the
Rules of Catalist and the Code. All resolutions at the Company’s general meetings held on or
after 1 August 2015 are put to vote by poll. The detailed results of each resolution showing the
number of votes cast for and against each resolution and the respective percentages will be
announced via SGXNET after the general meetings.
