25
TEHO INTERNATIONAL INC LTD.
Annual Report 2016
REPORT
OF CORPORATE GOVERNANCE
(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 Constitution 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-election 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 two retiring directors, namely Mr Lim See Hoe
and Ms Joanne Khoo Su Nee at the forthcoming annual general meeting (the “AGM”).
The Board has accepted the NC’s recommendations and Mr Lim See Hoe and Ms Joanne
Khoo Su Nee will be offering themselves for re-election at the forthcoming AGM.
Mr Lim See Hoe is the controlling shareholder of the Company. Mr Lim See Hoe and Ms Lim
Siew Cheng are siblings. Save for 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
26 October
2015
Nil
Nil
Mr Kwah Thiam Hock
5 May 2009 26 October
2015
Excelpoint
Technology Ltd
IFS Capital Limited
Wilmar
International
Limited
Select
Group
Limited
Ms Joanne Khoo Su Nee 10 January
2014
31 October
2014
Kitchen Culture
Holdings Ltd.
Excelpoint
Technology Ltd
Nil
Mr Oo Cheong Kwan
Kelvyn
1 January
2015
26 October
2015
New Silkroutes
Group Limited
Nil
The academic and professional qualifications, as well as principal commitments and the
information on shareholdings in the Company held by each director are set out in the “Board
of Directors” and “Directors’ Statement” sections of this annual report respectively.