Corporate Governance
Building trust amongst our stakeholders
The Board of Directors of Goodhope Asia Holdings Ltd acknowledges the importance of corporate governance and thus is committed to the highest standards of corporate governance through transparency and effective disclosure within the Company and its subsidiaries (the ‘Group’). As a good corporate citizen we adopt ethical best practices, both in the way we behave and in how we interact with the outside world.
Good governance requires an enterprise to have proper processes and systems to ensure that it is managed efficiently and effectively, and in the best interests of stakeholders.
To deliver on the above the Group has a Corporate Governance Framework and Risk Management Process.
Corporate Governance Framework
In principal, the Company adheres to the principles set out in the amended Code of Corporate Governance 2012 (the “code”) issued by the Council on Corporate Governance ("CG Council") set up by the Monetary Authority of Singapore ("MAS").
Goodhope's Corporate Governance Framework features five key elements:
- An effective System and Control Framework, which ensures the organization adopts a structured process in designing, implementing and reviewing all internal systems and processes.
- A comprehensive Enterprise Risk Management process identifies and rates significant risks associated with all business segments and processes, and ensures that suitable action plans have been developed to mitigate and manage these risks. The Risk Management framework is overseen by an Audit Committee, further enhancing good governance within the Group.
- An effective Compliance Framework, which ensures compliance to statutory and other legal requirements on a continuous basis.
- A Financial Reporting Framework, which ensures the integrity of all financial information and statements that are generated, and facilitates effective and accurate reporting to shareholders.
- A company-wide Standard of Business Conduct, which sets out clear expectations and principles to guide and inspire professional excellence among all employees of the Group, towards achieving the highest standards of corporate behavior.
In principal, the Company adheres to the principles set out in the amended Code of Corporate Governance 2012 (the “code”) issued by the Council on Corporate Governance ("CG Council") set up by the Monetary Authority of Singapore ("MAS").
Board Committees
The Company’s Board has delegated some of its key functions through the establishment of the Board Committees. This enables effective management and facilitates the Board in carrying out its stewardship and fiduciary responsibilities.
The Company’s Board has delegated some of its key functions through the establishment of the Board Committees. This enables effective management and facilitates the Board in carrying out its stewardship and fiduciary responsibilities.
The Board has established three committees; namely the (i) Audit Committee, (ii) Nominating Committee and (iii) Remuneration Committee. These committees are accountable of clearly defined terms of references as stated in the committee charters that are approved and reviewed by the Board.
The majority of the members of these committees are Independent Directors and these committees are chaired by an Independent Director. The board committees are responsible and authorized to identify any issues within their scope of control and escalate the same to the Board along with recommendations. However, the Board has the responsibility to declare the final decision on all matters.
Risk Management
Goodhope is exposed to many risks that arise due to the nature of its diverse business operations and the environment in which it operates. The Enterprise Risk Management (ERM) process has been implemented after taking into consideration these salient factors in the changing business dynamics and environment.
Goodhope is exposed to many risks that arise due to the nature of its diverse business operations and the environment in which it operates.
The Enterprise Risk Management (ERM) process has been implemented after taking into consideration these salient factors in the changing business dynamics and environment. Whilst implementing the business plan the Group has embedded ERM to its day to day business activities and has made it an integral part of its strategic decision making process. The enterprise-wide risk management framework aligned to ISO 31000:2009, Integrated Framework of COSO and Corporate Governance Code of Monetary Authority of Singapore, enables the Group to identify and manage exposures that may have a direct positive or negative impact on the business direction.
Effective and appropriate risk management is considered to be a key factor in achieving the Group’s business objectives and ensuring long term returns to all stakeholders. Hence, the Board has the primary responsibility for identifying risks and appropriately managing them across all companies, thus ensuring sustained growth of the Group.
The Group has in place a risk based audit framework which identifies key risk areas within its operations and implements risk management processes and internal controls to address the same. The effectiveness of the internal controls, including financial and operational compliance controls are independently reviewed by the internal and external auditors of the Group.
The day to day implementation and effectiveness, including the systems established to identify, assess, manage and monitor risks of the ERM principles has been delegated to the Executive Risk Committee (ERC) by the Board, which is overlooked by the Board and Audit Committee. The Executive Risk Committee (ERC) is responsible for the identification of risks that might have severe impact on earnings, operations or reputation.
There is a continuous evaluation of the risks to ensure that they are within the Groups’ risk appetite.