Shipping

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Corporate Governance
COSCO Corporation
(Singapore) Limited
INTERNAL AUDIT
Principle 13: Internal Audit
The Group recognises the importance of the internal audit function
which, being independent of Management, is one of the principal
means by which the Audit Committee is able to carry out its
responsibilities effectively.
The Group outsources its internal audit functions to the firm
Foo, Kon & Tan Consultants Pte Ltd. Based on its review, the Audit
Committee believes that the internal auditor is independent and has
the appropriate standing to perform its function effectively.
The internal auditor plans its internal audit schedules in consultation
with Management and submits its plan to the Audit Committee
for approval.
The Audit Committee meets with the internal auditor at least once
a year without the presence of Management.
The Internal Auditors report directly to the Audit Committee.
COMMUNICATION WITH SHAREHOLDERS
Principle 14: Regular, effective and fair communication
with shareholders
Principle 15: Shareholder participation at General Meetings
The Group strives for timeliness and transparency in its disclosures
to the shareholders and the public. In addition to the regular
dissemination of information through MASNET/SGXNET, the
Company also responds to enquiries from investors, analysts, fund
managers and the press. Price-sensitive information is always
released on MASNET/SGXNET after the trading hours of the
Singapore Exchange Securities Trading Limited.
At General Meetings, shareholders are given the opportunity to
express their views and ask the Board questions regarding the
operations of the Group.
Securities transactions and compliance with the
Best Practices Guide
In line with SGX Best Practices Guide on dealings in securities, the
Company has adopted an internal compliance code which mirrors
substantially the provisions of the Best Practices Guide in the Listing
Manual to provide guidance to its directors and officers in relation
to dealings in its securities.
The Company issues circulars to its Directors, principal officers
and relevant officers who have access to unpublished material
price-sensitive information to remind them that they are required
to report on their dealings in shares of the Company. They are also
reminded of the prohibition in dealings in shares of the Company the
month before the release of the quarterly, half yearly and year-end
financial results and ending on the date of the announcement of the
relevant results, and if they are in possession of unpublished material
price-sensitive information.
The Board of Directors confirms that for the financial year ended
31 December 2004, the Company complied with the principal
corporate governance recommendations set out in the Best
Practices Guide issued by SGX.
Interested Person Transactions (IPT)
The Audit Committee having considered, amongst others, the scope
guidelines, review procedures and benefits of the IPT Mandate, is
satisfied that the procedure for determining the transactions prices
have not changed since the last shareholders’ approval on 20 April
2004, and are also adequate in ensuring that the IPTs will be carried
out on normal commercial terms and will not be prejudicial to the
interests of the Company and its minority shareholders.
The Committee reviewed the IPT Mandate which is subject to
renewal, and is satisfied that the review procedures for IPTs and the
reviews to be made periodically by the Audit Committee in relation
thereto are adequate to ensure that the IPTs will be transacted
on normal terms and will not be prejudicial to the interests of the
Company and its minority shareholders.