Sustainability
Baker Technology Limited
In respect of FY2016, the NCwas of the view that eachDirector had discharged his/her duties
adequatelyand that eachDirector’sdirectorshipwas in linewith theCompany’sguidelinesof not
more thanfive listed company board representations and other principal commitments.
Re-nomination ofDirectors
AllDirectors tobe re-electedhave tobeassessedand recommendedby theNCbefore submission
to theBoard for approval. In recommendingaDirector for re-election to theBoard, theNC takes
into consideration theDirectors’contribution and performance at Board andBoardCommittee
meetings (such as attendance, preparedness, participation and candour) and also reviews their
independence.
TheConstitutionof theCompany requiresone-thirdof theDirectors to retire fromofficeby rotation
onceevery threeyears.AretiringDirector iseligible for re-electionat theAnnualGeneralMeeting
(“AGM”).AnyDirector appointed tofill a casual vacancy or as an additional Director shall hold
office until the nextAGM atwhich he/shewill be eligible for re-election.
TheNC, with eachNCmember abstaining in respect of his own re-election, has recommended
the nomination of Directors retiring underArticle 104 of the Company’s Constitution, namely
Mr TanYangGuan, MrAngMiahKhiang andMs Han SahHeokVicky for re-election at the
forthcomingAGM. TheBoard has accepted the recommendations of theNC, and accordingly,
Mr Tan Yang Guan, Mr Ang Miah Khiang and Ms Han Sah Heok Vicky will be offering
themselves for re-election.
Principle5:BoardPerformance
The Company has in place a formal process for assessment of the effectiveness of the Board as
awhole, and its BoardCommittees and eachDirector’s contribution as well as of the Chairman
to the effectiveness of theBoard. TheNC’s assessment of theBoard’s performance as awhole is
conducted on an annual basis taking into account factors such asBoard composition, conduct of
meetings,corporatestrategyandplanning, riskmanagement,measuringandmonitoringperformance,
financial reporting and communicationwith shareholders.
TheNC’sassessmentof theperformanceof theBoardCommittees isassistedby theself-assessment
checklists completed by theAC, NC andRC.
The individual Director’s assessments by the NC are based on the Director’s self-assessment.
This annual evaluation process considers, among others, each Director’s commitment of time
formeetings of theBoard andBoardCommittees, participation, contribution and deliberation of
issues at meetings, knowledge and understanding of themajor risk factors of the Company and
interactionwith fellowDirectors,Management andother relevant parties aswell as todetermine
whethernewmembersare required tobeadded to theBoardor to seek the resignationofdirectors.
The Board Chairman is assessed by the NC on attributes such as leadership, ethics and values,
knowledge, interaction and communication skills.
Areasof strengthand recommendation, if any, for improvementswill be identifiedby theNC and
tabled to theBoard for discussion and comment.
Based on the NC’s review, the Board and the various Board Committees operate effectively and
eachDirector is contributing to the overall effectiveness of the Board.
No external facilitator has
been engaged.
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