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                                                                                                                                                                StarHub Ltd Annual Report 2015

Throughout the financial year, as and when deemed necessary          advance before the end of the current financial year so that the                           Overview
by the Board, additional Board meetings may be convened to           Directors are able to plan ahead and attend the next year’s Board
consider urgent proposals or matters that require the Board’s        meetings in their respective meeting schedules.
expeditious review and approval. StarHub’s Constitution allows
Board meetings to be held via audio and video conferencing to        The number of Board and Board Committee meetings held in
facilitate the Board’s decision-making process.                      FY2015 and the attendance of Directors at these meetings as well
                                                                     as the Annual General Meeting (AGM) and Extraordinary General
Board meetings for the ensuing financial year are scheduled in       Meeting (EGM) held in FY2015 are tabulated below:

Table 1

No. of Meetings Held                    Board                       Board Committee Meetings  RC AGM & EGM
                                    Meetings   AC NC ERCC SC
                                                                                               21
                                            5   4344

Steven Terrell Clontz               5–––4– 1

Tan Tong Hai                        5––––2 1                                                                                                                    Strategy

Ma Kah Woh(1)                       1 out of 1 1 out of 1 – – – – –

Peter Seah Lim Huat                 5–34–– 1

Nihal Vijaya Devadas Kaviratne CBE  54––4– 1

Teo Ek Tor(2)                       5 2 out of 2 3 4                 – 1 out of 1             1

Sio Tat Hiang                       5–34–2 1

Lim Ming Seong                      54–44– 1

Liu Chee Ming                       5–––4– 1

Robert J. Sachs                     4 – – –4 – –

Rachel Eng Yaag Ngee(3)             4 out of 4 2 out of 2 – – – – –                                                                                             Performance

Nasser Marafih                      3––––– 1

Takeshi Kazami                      4––––– 1

Note:                                                                                                                                                           Governance & Sustainability

(1)	 Mr Ma Kah Woh was appointed as a non-executive Director and the AC Chairman with effect from 23 September 2015. He attended the Board meeting and the
      AC meeting which were held after his appointment.

(2)	 Mr Teo Ek Tor was appointed the RC Chairman and ceased to be an AC member with effect from 15 July 2015. He attended the RC meeting which was held after
      his appointment.

(3)	 Ms Rachel Eng Yaag Ngee was appointed as a non-executive Director with effect from 4 May 2015 and an AC member with effect from 15 July 2015. She
      attended the Board meetings and the AC meetings which were held after her respective appointments.

(4)	 Mr Nikhil O.J. Eapen was co-opted onto the SC as a member with effect from 5 August 2015, succeeding Mr Stephen Miller. Mr Eapen attended the SC meetings
      which were held after his appointment.

Board Orientation and Continual Training & Development               •	 information on Directors’ duties and how to discharge                                   Financials
StarHub has a comprehensive induction programme for all newly-            those duties;
appointed Directors tailored specifically for the businesses of
the Group. Management conducts briefings for new Directors           •	 the contact details of the Board and Senior Management;
to familiarise them with the Group’s business activities, strategic  •	 the terms of reference of the respective Board
directions, financials, policies and governance practices, as well
as StarHub’s corporate culture and the key developments in the            Committees; and
Group and industry. The induction program includes meetings          •	 the insider trading policy of StarHub.
with the CEO and Senior Management.
                                                                     The Board encourages the Directors to continually develop and
To ensure that all Directors have relevant information and up-to-    refresh their knowledge and skills, and keep themselves abreast
date working knowledge of the Group’s business and operations,       with relevant developments in the Group’s business and the
each Director is issued with a tablet which enables him or her       regulatory and industry-specific environments in which the Group
to access the StarHub Board Portal. The StarHub Board Portal is      operates. The Company Secretary facilitates the arrangement
bespoke to provide information in accordance with the guidelines     of internal briefings as well as external seminars and trainings
and principles of the Code including:                                for the Directors (including those conducted by StarHub’s panel
                                                                     law firms and the Singapore Institute of Directors in conjunction
                                                                     with SGX-ST). In addition, the Company Secretary also regularly
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