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Report on Corporate GovernanceNomination and Remuneration Committee (‘NRC’) - Principles 7 to 9The NRC met 2 times during the year and comprises the following members:Member of Nomination and Remuneration CommitteeNo. of Meetings AttendedMr. Haider M. Sithawalla – Chairman (Independent director) 2Mr. Chan Chin Wah – Member (Independent Director) – deceased on 27 April 2004 -Mr. Low Kok Hua – Member (Non Executive Director) 2Mr. Lim Yong Wah – Member (Executive Director) 1The roles and responsibilities of the NRC are as set out in a written term of reference. In brief, the NRC is charged withthe following functions:(a)Nomination of directorsThe NRC identifies candidates and reviews recommendations for new board members for approval. The NRCmakes recommendations of these appointments to the Board for approval by a resolution. The NRC alsoreviews retiring members for re-election before they are recommended by the full Board to the shareholders forre-election.In accordance with Articles 107 and 110 of the Company’s Articles of Association, all directors shall retire fromoffice once at least 3 years but shall be eligible for re-election at the meeting at which he retires. Each year onethird of the directors will retire by rotation.The retirement of directors is determined on a rotational basis. Directors due for retirement and seeking reelectionare required to submit themselves to the NRC for re-nomination. At the coming annual general meetingto be held in April 2005, Mr. Low Kok Wah, Mr. Loh Chin Hua, Mr. Nicolaas J. Klaver and Mr. Haider M.Sithawalla will be due for retirement and will be eligible for re-election.Name of DirectorsDate of Last Re-electionMr. Lim Yong Wah, Chairman 28.04.04Mr. Yap Lem, Chief Executive Officer 23.05.03Mr. Lim Yee Min, Managing Director 23.05.03Mr. Rajan Menon 28.04.04Mr. Haider M. Sithawalla 28.04.04Mr. Nicolaas J. Klaver 28.05.02Mr. Chan Chin Wah 23.05.03Mr. Low Kok Hua 23.05.03Mr. Loh Chin Hua 23.05.0374 inter-roller engineering limited annual report2004