Page 104 - Annual Report 2014
P. 104

With a view to enhance shareholder value and evolve StarHub           StarHub’s Articles of Association allow Board meetings to be        Overview
into a ‘telco of the future’, the SC supports, advises and provides   held via audio and video conferencing to facilitate the Board’s
direction to the Group on the formulation, review and execution of    decision-making process.                                            Strategy
the Group’s strategies. The mandate for the SC includes:
                                                                      The Board members’ meeting attendance during the financial          Performance
•	 identifying and assessing significant intermediate and long-       year ended 31 December 2014 are tabulated below: (Table 1)
     term opportunities (in terms of new frontiers of organic and
     inorganic growth) and threats in the Group’s business areas      StarHub has a comprehensive formal induction programme for all
     and operations (including technology, competition, regulatory    newly-appointed Directors tailored specifically for the businesses
     and financial) and the industry; and                             of the Group. Each newly-appointed Director is provided with a
                                                                      formal letter setting out his duties and obligations as Director
•	 providing constructive input and recommendations to the            and how to discharge those duties for StarHub. Management
     Board on any strategic matter reviewed by the SC which           gives each newly appointed Director a thorough briefing on the
     requires the Board’s approval.                                   Group’s business and governance practices including strategies,
                                                                      financials, operations, governance practices, risk management
During the financial year ended 31 December 2014, the SC held         policies and processes, culture and values, and the key
three meetings.                                                       developments in the Group and industry.

The composition of the other Board Committees and their               To ensure that all Directors have relevant information and up-to-   Governance
specific responsibilities are set out in subsequent relevant          date working knowledge of the Group’s business and operations,
sections of this Report.                                              each Director is issued with a tablet which enables him to access   Financials
                                                                      the StarHub Board Portal. The StarHub Board Portal is bespoke
Board Meetings                                                        to provide information in accordance with the guidelines and
For the financial year ended 31 December 2014, the Board held         principles of the Code including:
a total of five meetings. Four of the meetings coincided with the
announcement of the Group’s quarterly and full year results. In       •	 information on Directors’ duties and how to discharge
keeping with past practice, a full-day Board Strategy offsite was          those duties;
held to review in depth the Group’s strategy going forward and to
consider and approve the Group’s budget for the next financial year.  •	 the Group’s organisation structure;
                                                                      •	 Senior Management’s contact details;
Throughout the financial year, as and when deemed necessary           •	 the respective Board Committees’ terms of reference; and
by the Board, additional Board meetings may be convened.              •	 StarHub’s insider trading policy.

Table 1                           5 Board Meetings   4 AC Meetings       Meeting Attendance (in %)   3 SC Meetings    2 RC Meetings
                                                                      3 NC Meetings 4 ERCC Meetings
Name of Director                                100                –                                            100              100
                                                100                –                ––                             –             100
Tan Guong Ching                                 100             100                 ––                             –
Tan Tong Hai                                    100                –                ––                             –                –
Kua Hong Pak                                                                     100 100                                            –
Peter Seah Lim Huat                             100             100                                             100
Nihal Vijaya Devadas                            100                –                ––                             –                –
Kaviratne CBE                                   100                –               67 75                                         100
Sio Tat Hiang                                   100                                 ––                          100
Steven Terrell Clontz                           100             100                 – 100                       100                 –
Lim Ming Seong                                  100             100              100 100                                            –
Teo Ek Tor                                      100                                 ––                             -                –
Liu Chee Ming                                   100                –                ––                          100                 –
Robert J. Sachs                                 100                –                ––                          100                 –
Nasser Marafih                                                     –                ––                                              –
Takeshi Kazami                                                     –                                               –                –
                                                                                                                   –

StarHub Ltd | Annual Report 2014                                                                                      101
   99   100   101   102   103   104   105   106   107   108   109