23
Annual Report 2015
TEHO INTERNATIONAL INC LTD.
Frequency of formal Board and Board committee meetings held and attended by each member
for FY2015 are disclosed below:
Types of Meetings
Board
Audit
Committee
Nominating
Committee
Remuneration
Committee
Name of directors
Total held for FY2015
3
2
1
1
Mr Lim See Hoe
3
#
2*
1*
1*
Ms Lim Siew Cheng
3
2*
1*
1*
Mr Kwah Thiam Hock
3
2
#
1
1
Mr Terrance Tan Kong Hwa **
2
1
1
1
Ms Joanne Khoo Su Nee
3
2
1
1
#
Mr Oo Cheong Kwan Kelvyn ***
1
1
-
#
-
Notes:
# Chairman
* By invitation
** Mr Terrance Tan Kong Hwa ceased to be an independent director, chairman of the NC and member of
the AC and RC of the Company on 31 October 2014.
*** Mr Oo Cheong Kwan Kelvyn was appointed as independent director, chairman of the NC and member
of the AC and RC of the Company on 1 January 2015.
All directors are expected, in the course of carrying out their duties, to act in good faith to provide
insights and objectively take decisions in the interest of the Company.
Newly appointed directors will be given briefings by management on the business activities and
strategic direction of the Group. There are also orientation programs to familiarise them with the
role and responsibilities of a director of a listed company in Singapore. During FY2015, Mr Oo
Cheong Kwan Kelvyn was appointed as independent director, chairman of the NC and member
of the AC and RC of the Company on 1 January 2015 and was briefed by the management in
relation to the business of the Company as well as the duties and responsibilities as director.
Mr Oo Cheong Kwan Kelvyn is currently a partner with Pinsent Masons MPillay LLP and his
areas of practice covers corporate finance and ranges from mergers and acquisitions (public
and private, including reverse take-overs), equity capital markets, corporate restructuring to
advising funds on fund formation and corporate entities (listed and private) on various securities,
compliance and regulatory matters. He is familiar with the roles and responsibilities of a director
of a company listed on the Singapore Exchange Securities Trading Limited (“SGX-ST”).
As part of training for the Board, directors are briefed either during Board and Board committee
meetings or at specially convened sessions on changes to regulations and accounting standards,
as well as industry related matters. All directors are encouraged to keep themselves updated
on changes to the financial, legal and regulatory requirements or framework and the business
environment through reading relevant literature and attending appropriate seminars and courses
conducted by bodies such as SGX-ST and Singapore Institute of Directors.
Board Composition and Guidance
Principle 2:
There should be a strong and independent element on the board, which is able to
exercise objective judgment on corporate affairs independently, in particular, from
management and 10% shareholders. No individual or small group of individuals
should be allowed to dominate the board’s decision making.
The Board currently comprises the following directors:
Executive Directors
Mr Lim See Hoe
Executive Chairman and Chief Executive Officer (“CEO”)
Ms Lim Siew Cheng
Executive Director and Chief Operating Officer (“COO”)
Non-Executive Directors
Mr Kwah Thiam Hock
Lead Independent Director and Chairman of AC
Ms Joanne Khoo Su Nee
Independent Director and Chairman of RC
Mr Oo Cheong Kwan Kelvyn
Independent Director and Chairman of NC
REPORT OF
CORPORATE GOVERNANCE
