25
Annual Report 2015
TEHO INTERNATIONAL INC LTD.
(b) to determine on an annual basis whether or not a director is independent; and
(c) to assess the performance of the Board and contribution of each director to the effectiveness
of the Board; and
(d) to review the training and professional development programs for the Board.
In the event that a vacancy on the Board arises, the NC may identify suitable candidates for
appointment as new director through the business network of the Board. The NC will assess
suitable candidates for appointment to the Board based on the requisite qualification, expertise
and experience, and recommend the most suitable candidate to the Board for appointment as
director.
Under the Articles of Association of the Company, all directors are required to submit themselves
for re-nomination and re-election every three years. Directors who retire are eligible to offer
themselves for re-election.
The NC assesses and recommends to the Board whether retiring directors are suitable for
re-election. The NC, in considering the re-appointment of a director, evaluates such director’s
contributions in terms of experience, business perspective and attendance at meetings of the
Board and/or Board committees and pro-activeness of participation in meetings. Each member
of the NC shall abstain from recommending his own re-election. The NC has recommended the
re-election of three retiring directors, namely Ms Lim Siew Cheng, Mr Kwah Thiam Hock and Mr
Oo Cheong Kwan Kelvyn at the forthcoming annual general meeting (the “AGM”). The Board has
accepted the NC’s recommendations and Ms Lim Siew Cheng, Mr Kwah Thiam Hock and Mr Oo
Cheong Kwan Kelvyn will be offering themselves for re-election at the forthcoming AGM.
Ms Lim Siew Cheng and Mr Lim See Hoe, the Chairman and CEO of the Company, are siblings.
Save as the foregoing, there are no material relationship between the retiring directors and the
other directors of the Company, the Company and its 10% shareholders.
The NC considers that the multiple board representations held presently by some directors do
not impede their respective performance in carrying out their duties towards the Company. The
NC has also taken into consideration the other principal commitments of the directors in deciding
if the directors are able to and have adequately carrying out their duties. As such, the Board
does not propose to set the maximum number of listed company board representations which
directors may hold until such need arises.
Key information regarding the directors is set out below:
Name of director
Date of first
appointment
Date of last
re-election
Directorships in other listed
companies
Present
Past
(Last three
years)
Mr Lim See Hoe
10 June 2008 31 October
2014
Nil
Nil
Ms Lim Siew Cheng
15 October
2008
28 October
2013
Nil
Nil
Mr Kwah Thiam Hock 5 May 2009 28 October
2013
Excelpoint Technology
Ltd
IFS Capital Limited
Select Group Limited
Wilmar International
Limited
Nil
Ms Joanne Khoo Su
Nee
10 January
2014
31 October
2014
Kitchen Culture
Holdings Ltd.
Nil
Mr Oo Cheong Kwan
Kelvyn
1 January
2015
Not applicable New Silkroutes Group
Limited
Nil
The academic and professional qualifications and the information on shareholdings in the
Company held by each director are set out in the “Board of Directors” and “Directors’ Report”
sections of this annual report respectively.
REPORT OF
CORPORATE GOVERNANCE
