32
STAMFORD LAND CORPORATION LTD
CORPORATE GOVERNANCE STATEMENT
In addition to the above, the Board, with the assistance of the NC, reviews and determines whether
Directors who hold multiple listed board directorships and principal commitments are able to and
IBWF EFWPUFE TVGGJDJFOU UJNF UP EJTDIBSHF UIFJS SFTQPOTJCJMJUJFT BEFRVBUFMZ BT SFRVJSFE VOEFS UIF
Code. The NC has as part of its annual review, taken into account, among others (i) the contributions
by Directors to and during meetings of the Board and relevant Board Committees, (ii) the results of the
Board evaluation of its performance, and (iii) the directorships and principal commitments of individual
%JSFDUPST )BWJOH SFWJFXFE UIF /$ JT PG UIF WJFX UIBU SFRVJSJOH B DBQ PO UIF OVNCFS PG MJTUFE DPNQBOZ
CPBSE SFQSFTFOUBUJPOT PO FBDI PG UIF %JSFDUPST JT OPU SFRVJSFE BT EFTQJUF UIF DVSSFOU EJSFDUPSTIJQT BOE
principal commitments of the individual Directors, their commitment, deliberations and decisions, are
not hindered by such directorships and commitments.
"SUJDMF PG UIF "SUJDMFT PG "TTPDJBUJPO ŏ"SUJDMFTŐ SFRVJSFT POF UIJSE PG UIF #PBSE UP SFUJSF CZ SPUBUJPO
at every AGM and such retired Directors may however be eligible for re-election. At the Annual
General Meeting of the Company held on 30 July 2015 (“2015 AGM”), Mark Anthony James Vaile was
SF FMFDUFE BT %JSFDUPS QVSTVBOU UP "SUJDMFT PG UIF "SUJDMFT 1SJPS UP TVDI BQQPJOUNFOU UIF DBOEJEBDZ
of Mark Anthony James Vaile was reviewed and following such review, recommended by the NC and
endorsed by the Board for re-election by Shareholders at the 2015 AGM.
"U UIF GPSUIDPNJOH "(. UP CF IFME PO +VMZ
0X :FX )FOH BOE 4UBOMFZ -BJ 5[F $IBOH TIBMM CF
proposed to the Shareholders for re-election as Directors pursuant to Articles 91 and 97 of the Articles
respectively. The NC has reviewed the candidates and recommends that the candidates be proposed
to the Shareholders for re-election. The Board has endorsed the NC’s recommendations.
Independence of Directors
The NC has in relation to FY2016 annually and upon the appointment of each new Director carried
out the review of independence of each Independent Director. Following such review, the NC has
EFUFSNJOFE UIBU %PVHMBT 0XFO $IFTUFS .BSL "OUIPOZ +BNFT 7BJMF BOE 4UBOMFZ -BJ 5[F $IBOH BSF BMM
independent. None of the Independent Directors have served more than 9 years.
Principle 5: Board Performance
The Company holds the belief that the Group’s performance and that of the Board’s performance are
directly related. The Company assesses the Board’s performance through its ability to steer the Group
in the right direction and the support it renders to management.
The Board, with the assistance of the NC, has established and implemented a formal process for
evaluating and assessing the effectiveness of the Board as a whole, together with the contributions
by each Director to the effectiveness and performance of the Board. This evaluation and assessment
exercise is carried out annually.
