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Corporate Governance

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(Extracted from Annual Report 2010)

At OKP, we are committed to ensuring high standards of corporate governance. We believe that sound corporate governance principles and practices will improve corporate transparency, accountability, performance and integrity, and at the same time protect and enhance shareholders' value.

The Listing Manual of the Singapore Exchange Securities Trading Limited ("SGX-ST") requires all listed companies to describe, in their Annual Reports, their corporate governance practices, with specific reference to the principles of the Singapore Code of Corporate Governance introduced in April 2001 and amended in 2005 ("the Code").

We have presented our corporate governance policies and practices on each of the principles of the Code in a tabular form, stipulating each principle and guideline, and explaining the deviations from the Code. The Board of Directors is pleased to confirm that the Company has adhered to the principles and guidelines of the Code as well as the Listing Manual of the SGX-ST where appropriate.

1. BOARD MATTERS

The Board's Conduct of its Affairs

Principle 1: Every company should be headed by an effective Board to lead and control the company. The Board is collectively responsible for the success of the company. The Board works with Management to achieve this and the Management remains accountable to the Board.

Our Policy and Practices:

The principal functions of the Board, apart from its statutory responsibilities, are:

  • Reviewing and approving the corporate policies, strategies, budgets and financial plans of the Company;
  • Monitoring financial performance, including approval of the full year and quarterly financial reports of the Company;
  • Approving major investment and funding decisions;
  • Reviewing the evaluation process on the adequacy of internal controls, risk management, financial reporting and compliance;
  • Overseeing the business and affairs of the Company, establishing the strategies and financial objectives to be implemented by the Management and monitoring the performance of the Management; and
  • Assuming responsibilities for corporate governance.
 Guideline 1.1 of the Code: The Board's role

The Board is made up of one-third non-Executive Directors who are independent of the Management and have the right core competencies and diversity of experience to enable them, in their collective wisdom, to contribute effectively. Every Director is expected, in the course of carrying out his duties, to act in good faith, provide insights and consider at all times, the interest of the Company.

The Board oversees the management of the Company. It focuses on strategies and policies, with particular attention paid to growth and financial performance. It delegates the formulation of business policies and day-to-day management to the Executive Directors.

 Guideline 1.2 of the Code: Directors to act in the interest of the Company

The Board has established three board committees ("Board Committees") to assist in the execution of its responsibilities. They are the Audit Committee ("AC"), the Remuneration Committee ("RC ") and the Nominating Committee ("NC"). The terms of reference and compositions of each board committee are presented in the following sections of this Report.

 Guideline 1.3 of the Code: Disclosure on delegation of authority by Board to Board Committees

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