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Asiaone 1-42

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DIRECTORS, SENIOR MANAGEMENT AND STAFF<br />

Tjong Yik Min, aged 47, is the SPH Group President and an executive director of SPH, our parent<br />

company, and the Chairman of Civil Aviation Authority of Singapore. Mr Tjong started his career as<br />

a Systems Engineer in the Ministry of Defence in 1976. He was appointed the Permanent Secretary<br />

of the Ministry of Communications, and concurrently the Chairman of the Telecommunication Authority<br />

of Singapore in 1993. Mr Tjong left the civil service in November 1995 to join SPH. He was awarded<br />

the Public Administration Medal (Gold) in 1988 in recognition of his public service. Mr Tjong, a<br />

President cum Colombo Plan Scholar, graduated from the University of Newcastle, Australia, with a<br />

Bachelor of Engineering (First Class Honours) degree in Industrial Engineering and a Bachelor of<br />

Commerce degree in Economics. He also holds a Masters of Science degree in Industrial Engineering<br />

from the University of Singapore.<br />

COMMITTEES OF THE BOARD OF DIRECTORS<br />

The independent Directors of our Company are Messrs Wong Yuen Weng Ernest, Koh Boon Hwee,<br />

Eddie Kuo Chen-Yu, Soon Tit Koon and Teo Ming Kian. Our Board of Directors has three committees:<br />

(i) the Audit Committee, (ii) the Pre-IPO Share Option Committee and (iii) Post-IPO Share Option<br />

Committee.<br />

Audit Committee. Our Audit Committee comprises Messrs Wong Yuen Weng Ernest, Eddie Kuo<br />

Chen-Yu and Soon Tit Koon. The Chairman of the Audit Committee is Mr Wong Yuen Weng Ernest.<br />

Our Directors recognise the importance of corporate governance and the offering of high standards<br />

of accountability to our shareholders. Our Audit Committee shall meet periodically to perform the<br />

following functions: (i) reviewing the audit plans, scope of work and results of our audits compiled by<br />

our internal and independent auditors; (ii) reviewing the co-operation given by our officers to the<br />

external auditors; (iii) nominating external auditors for re-appointment; (iv) reviewing the integrity of<br />

any financial information presented to our shareholders; (v) reviewing interested party transactions,<br />

if any; and (vi) reviewing and evaluating our administrative, operating and internal accounting controls<br />

and procedures. Our Audit Committee shall commission and review the findings of internal<br />

investigations into matters where there is any suspected fraud or irregularity, or failure of internal<br />

controls or infringement of any law, rule or regulation which has or is likely to have a material impact<br />

on our Group’s operating results and/or financial position.<br />

Pre-IPO Share Option Committee. Our Pre-IPO Share Option Committee comprises Messrs Lim<br />

Kim San and Tjong Yik Min. The Chairman of the Pre-IPO Share Option Committee is Mr Lim Kim<br />

San, the Executive Chairman of the SPH Group. The role of our Pre-IPO Share Option Committee<br />

is to implement and administer our Pre-IPO Share Option Scheme.<br />

Post-IPO Share Option Committee. Our Post-IPO Share Option Committee comprises Messrs Tjong<br />

Yik Min and Teo Ming Kian. The Chairman of the Post-IPO Share Option Committee is Mr Tjong Yik<br />

Min. The role of our Post-IPO Share Option Committee is to implement and administer our AsiaOne<br />

(2000) Post-IPO Share Option Scheme.<br />

DIRECTORS’ REMUNERATION<br />

The estimated aggregate remuneration of our Directors for the current financial year is $641,000. In<br />

addition, we granted loans to our Executive Directors to purchase cars and country club memberships,<br />

the outstanding amount of which aggregated approximately $201,000 as at 1 May 2000.<br />

The directors did not receive any remuneration from us in the previous financial years. Certain<br />

Directors were remunerated directly by companies within the SPH Group and their costs were not<br />

charged to us in the previous financial years.<br />

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