The responsibilities of the EXCO are to discuss matters in relation to the
business, financial performance and strategy of the Group. They are to make
recommendations and suggestions for approval by the Board where appropriate
and to make decisions on behalf of the Board where permitted.
The EXCO with a majority being Non-Executive Directors comprises the
following members:
- Tan Sri Saw Huat Lye (Chairman, Senior Independent Non-Executive Director)
- Charles Henry Ireland (Non-Independent Executive Director)
- David Neill Moore (Non-Independent Non-Executive Director)
- Dr Leslie Buckley (Non-Independent Non-Executive Director)
The salient terms of reference of the EXCO are set out below:
| (i) | To review the business and financial performance of the Group,
including: - annual budgets (and the implementation of approved capital and
operational expenditure), management accounts, statutory Directors'
Report and financial statements; and
- proposals for the acquisition or disposal of businesses, mergers,
restructuring, joint ventures or other corporate transactions;
|
| (ii) | To raise and resolve in a timely manner normal operational business
issues affecting the Group which cannot be resolved by Management; |
| (iii) | To discuss business strategies and plans to be recommended to the Board,
and to consider and, if thought fit, to approve business development
projects falling within the appropriate financial limits contained in the
Authorisation Policy; |
| (iv) | To review, report and make recommendations to the Board on specific
human resource policies (after consultation with Management where
appropriate) in respect of:
- the identification of key personnel with high potential;
- plans for succession planning and training;
- candidates for the position of Managing Director of the Company
and any other company within the Group and Senior Management
personnel for the Group.
|
| (v) | To approve or to make recommendations (depending on the Authorisation
Policy) on introduction of new products, which are complementary to the
existing business, and the introduction of new brand names and packaging
designs; |
| (vi) | To make recommendations on the formulation and implementation of a
long term strategic vision, a 3-year business plan and an operational plan
for the Group; |
| (vii) | To review and recommend changes in the overall organisational structure
of the Group; and |
| (viii) | To approve the establishment of bank accounts and to approve or
recommend (depending on the Authorisation Policy) the acceptance of
credit facilities or the creation of any encumbrance over the assets of
the Group. |
During the financial year ended 30 June 2009, four EXCO meetings were held
and all members of the EXCO attended the said meetings.
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