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20 GoodLand Group Limited
Corporate Governance Report
All Board members are provided with regular updates on the changes in the relevant laws and regulations
and fnancial reporting standards to enable them to make well-informed decisions and to ensure they are
competent in carrying out their expected roles and responsibilities.
Newly appointed Directors will also be provided a formal letter setting out their duties and obligations and
frst-time Directors will be required to attend training in areas such as accounting, legal and industry-specifc
knowledge as appropriate.
2. Board Composition and Balance
Principle 2: Strong and independent Board
The Board currently has six members, of whom two are independent directors, thereby fulflling the Code’s
recommendation that independent directors make up at least one-third of the Board. The independent
directors, namely Dr Wu Chiaw Ching and Mr Raymond Lye Hoong Yip, have confrmed that they do not have
any relationship with the Company, its related companies or its offcers that could interfere, or be reasonably
perceived to interfere, with the exercise of the directors’ independent judgment of theGroup’s affairs with a view
to the best interest of the Company. The independence of the independent directors will be reviewed annually
by the Nominating Committee based on the guidelines set forth in the Code. The Nominating Committee has
reviewed and determined that the said Directors are independent.
The Board comprises the following members:
Ben Tan Chee Beng Executive Chairman
Alvin Tan Chee Tiong Chief Executive Offcer and Group Managing Director
Melanie Tan Bee Bee Executive Director
Dr Wu Chiaw Ching Lead Independent Director
Wong Ming Kwong Non-Executive Director
Raymond Lye Hoong Yip Independent Director
The Board members comprise seasoned professionals with management, fnancial, accounting and industry
backgrounds. Its composition enables the management to beneft from a diverse and objective external
perspective on issues raised before the Board. The Board considers that its Directors possess the necessary
competencies to lead and govern the Company effectively.
The Board is of the opinion that, given the scope and nature of the Group’s operations, the present size of the
Board is appropriate in facilitating effective decision making.
The Nominating Committee is of the view that the present Board comprises persons who as a group provide
capabilities required for the Board to be effective. Key information regarding the Directors is set out on pages
15 and 16 of the Annual Report.
3. Chairman and Chief Executive Offcer
Principle 3: Clear division of responsibilities to ensure a balance of power and authority
The Company has a separate Chairman and Chief Executive Offcer (“CEO ”). Mr Ben Tan Chee Beng is the
Chairman of the Board and Mr Alvin Tan Chee Tiong, brother of Mr Ben Tan Chee Beng, is the CEO.
The Chairman leads the Board discussions and deliberation and also ensures that the Board meetings are
held when necessary. He sets the meeting agenda and ensures that Directors are provided with complete,
adequate and timely information. He also assists in ensuring compliance with the Group’s guidelines on
corporate governance.
The CEO is responsible for the day-to-day management of the business. He has executive responsibilities in the
business directions and operational effciency of the Group. He also oversees the execution of the Group’s
corporate and business strategy set out by the Board and ensures the Directors are kept updated and informed
of the Group’s business.
Although the Chairman and the CEO are siblings, the Board is of the view that the process of decision making
by the Board is independent and is based on collective decisions without any individual or group of individuals
exercising any considerable concentration of power or infuence. With the establishment of the various Board
Committees which are chaired by Independent Directors, the Board is of the view that there are adequate
accountability safeguards to ensure an appropriate balance of power and authority for good corporate
governance.