Our Business
Internal Controls
| Code Principles 12: Internal Controls | The Board with the assistance of the AC, ensures that Management maintains an adequate system of internal controls to safeguard shareholders' investment and the Company's assets. The Board is of the opinion that the system of internal controls and risk Management processes maintained by the Group's Management throughout the year is adequate for the Group. The AC reviews the effectiveness on internal controls and the risk Management processes adopted by the Group. |
Risk and Management
| Code Guideline 12.2 Internal Controls, including financial operational and compliance controls and risk Management | The Company has not put in place a Risk Management Committee. However, Management have in place a financial risk management policy and regularly reviews the Company's business and operational activities to identify areas of significant business risks as well as appropriate measures to control and mitigate these risks. Management reviews all significant control policies and procedures and highlights all significant matters to the directors and AC. Details of the Group's risk management policy are set out in note 32 "Financial Risk Management" of the Notes to the Consolidated Financial Statements. |
Internal Audit
| Code Principle 13 : Internal Audit | The Group has outsourced its internal audit function to external audit professionals. Capital Advisers Co., Ltd. ("Capital Advisers"), a subsidiary in Japan, has an internal auditor performing the internal audit role in Capital Advisers in accordance with the Japan's regulatory requirements. The Audit Committee has initiated steps to undertake a high level review of the internal audit process in Capital Advisers by the outsourced internal auditor and further improvements to strengthen this process would be put in place in the financial year 2009. |
Communication with Shareholders
| Code Principles 14 : Communication with Shareholders | In line with continuous disclosure obligations, the Company is committed to regular and proactive communication with its shareholders. It is the Board's policy that shareholders be informed of all major developments within the Group. |
| Code Principles 15 Communication with Shareholders | Price-sensitive information and results are released to the public through SGXNET on a timely basis in accordance with the requirements of the Singapore Exchange Securities Trading Limited (the "SGX-ST").
All shareholders of the Company receive the annual report and notice of Annual General Meeting (the "Notice") within the mandatory notice period. The Notice will also be advertised in the newspapers. Shareholders are encouraged to participate at the Company's general meetings. The Board (including the Chairman of the respective Board Committees), Management, as well as the external auditors will be available at the forthcoming AGM to address any queries raised by shareholders. |
Internal Code on Dealings with Securities
| Listing Rule 1207, Sub-Rule (18) on Dealings in Securities. | The Company has adopted an internal code of compliance on dealings in securities by officers of the Company and its subsidiaries to provide guidance to its officers on dealing in the Company's shares. All directors and officers of the Company and its subsidiaries who have access to "price sensitive" information are required to observe this code . The directors and officers have been informed not to deal in the Company's shares whilst in possession of "price sensitive" information and during the periods commencing two weeks prior to the announcement of the Company's financial statements for each of the first three quarters of its financial year and one month before the announcement of the Company's full year results and ending on the date of the announcement of the relevant results. Directors and officers are required to observe insider trading provisions under the Securities and Futures Act, Chapter 289 of Singapore, at all times even when dealing in the Company's securities within the permitted periods. Directors of the Company are required to report all dealings to the Company Secretary. |
Material Contracts
| SGX-ST Listing Manual Rule 1207(8) | Save as for the service agreements entered with Mr Kazuhiko Yoshida and Mr Michio Tanamoto, no other material contracts involving the interests of any Director or controlling Shareholders of the Company has been entered into by the Company or any of its subsidiaries. |
Interested Person Transactions
| Listing Rule 1207, Sub-Rule (16) on Interested Person Transaction | During the financial year, there were no interested person transactions entered into by the Group, as defined under the Listing Manual. |
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