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TEHO INTERNATIONAL INC LTD.
Annual Report 2016
REPORT
OF CORPORATE GOVERNANCE
The Company is committed to maintaining and improving its level of corporate transparency
of financial results and other pertinent information. In line with the continuous disclosure
obligations of the Company pursuant to the Catalist Rules and the Companies Act, it is
the Board’s policy to ensure that all shareholders are informed on a timely basis of every
significant development that has an impact on the Group.
The Company does not practise selective disclosure. Results and annual reports are
announced or issued within the mandatory period.
The Company conducts its investor relations on the following principles:
(a) Information deemed to be price-sensitive is disseminated without delay via
announcements on SGXNET;
(b) Endeavour to provide comprehensive information in financial results announcements
to help shareholders and potential investors make informed decisions; and
(c)
Operate an open policy with regard to investors’ enquiries.
The Company has engaged RHT Communications & Investor Relations Pte. Ltd. to address
any queries that the investors, analysts, press or public might have on the Company’s affairs.
The investor relations team can be reached at
.
The Company does not have a definite dividend policy as the form, frequency and amount of
dividends declared each year will take into consideration the Group’s retained earnings and
expected future earnings, cash flow, capital requirements and general financing condition,
as well as general business conditions and other factors as the Board may deem appropriate.
No dividend was paid or proposed for FY2016 as the Board feels it is prudent to retain cash
resources so that the Company has the flexibility to execute its business plans effectively.
Conduct of Shareholder Meetings
Principle 16:
Companies should encourage greater shareholder participation at general
meetings of shareholders, and allow shareholders the opportunity to
communicate their views on various matters affecting the company.
All shareholders will receive the Company’s annual report and notice of AGM. Shareholders
will be given the opportunity and time to voice their views and ask directors or the
management questions regarding the Company at the forthcoming AGM.
The Company takes note that there should be separate resolutions at general meetings on
each substantially separate issue and to avoid bundling resolutions.
The Chairperson of each Board committee is required to be present to address questions
at the AGM. External Auditors are also present at such meeting to assist the directors to
address shareholders’ queries, if necessary.
The Constitution of the Company allow anymember of the Company, if he is unable to attend
general meetings of the Company, to appoint not more than two proxies to attend and vote
on his behalf at the general meetings through proxy forms sent in advance. Pursuant to the
amendments to the Companies Act effective 1 January 2016, corporations which provide
nominee or custodial services are allowed to appoint more than two proxies to attend
general meetings of the Company.
ADDITIONAL INFORMATION
Dealing in Securities
The Company has devised and adopted policies in line with the requirements of the Catalist
Rules on dealings in the Company’s securities.
The Company and its officers are prohibited from dealing in the Company’s shares on
short-term considerations or at any time when they are in possession of unpublished price-
sensitive information. They are not allowed to deal in the Company’s shares during the period
commencing one month before the date of the announcement of the Company’s half year
and full year results, and ending on the date of the announcement of the relevant results.