eGuide to CG Code

The NC should make recommendations to the Board on relevant matters relating to:

  1. the review of board succession plans for directors, in particular, the Chairman and for the CEO;
  2. the development of a process for evaluation of the performance of the Board, its board committees and directors;
  3. the review of training and professional development programs for the Board; and
  4. the appointment and re-appointment of directors (including alternate directors, if applicable).

Important issues to be considered as part of the process for the selection, appointment and re-appointment of directors include composition and progressive renewal of the Board and each director's competencies, commitment, contribution and performance (e.g. attendance, preparedness, participation and candour) including, if applicable, as an independent director. All directors should be required to submit themselves for re-nomination and re-appointment at regular intervals and at least once every three years.

 
A. Explanation

This Guideline provides guidance on the key duties of a NC.

The NC plays an essential role in shaping an effective Board. It enhances the value of the Board by reviewing in-depth and making recommendations to the Board on matters such as the following:

  • Each individual director’s performance and contributions.
  • The evaluation process and results of the Board as a whole, Board Committees and individual directors.
  • The appointment and reappointment of directors (including alternate directors) bearing in mind the evaluation of the individual directors and the Board. This creates a competent and effective Board.

The Guideline stresses the need for progressive renewal. This includes succession planning of directors, and the need for directors to be submitted for re-nomination and re-appointment regularly, and at least once every three years.

 

B. SGX Disclosure Guide
  • Nil.

 

C. Related Rules and Regulations
  • Nil.

 

D. CG Guides
  • NC Guide 1.3: Terms of Reference [NC Composition].
  • NC Guide 1.5: Role of NC in NC Appointments [NC Composition].
  • NC Guide 3.8: Appointment and Election of Directors [Nomination and Appointment Process].
  • NC Guide 3.9: Board Renewal and Continuity [Nomination and Appointment Process].
  • NC Guide 5.3: Professional Development Policy [Professional Development].
  • NC Guide 5.4: Types of Professional Development [Professional Development].
  • NC Guide 5.5: Professional Development Implementation [Professional Development].
  • NC Guide 6.2: Board Evaluation [Board and Director Evaluation].
  • NC Guide 6.3: Board Committee Evaluation [Board and Director Evaluation].
  • NC Guide 6.4: Director Evaluation [Board and Director Evaluation].
  • NC Guide 7.2: Succession Planning for Board Chairman [Succession Planning].
  • NC Guide 7.3: Succession Planning for Directors [Succession Planning].
  • NC Guide 7.4: Succession Planning for CEO [Succession Planning].

 

E. Related Articles

 

eGuide to CG Code
Overview
Board Matters
Principle 1
Guideline 1.1
Guideline 1.2
Guideline 1.3
Guideline 1.4
Guideline 1.5
Guideline 1.6
Guideline 1.7
Principle 2
Guideline 2.1
Guideline 2.2
Guideline 2.3
Guideline 2.4
Guideline 2.5
Guideline 2.6
Guideline 2.7
Guideline 2.8
Principle 3
Guideline 3.1
Guideline 3.2
Guideline 3.3
Guideline 3.4
Principle 4
Guideline 4.1
Guideline 4.2
Guideline 4.3
Guideline 4.4
Guideline 4.5
Guideline 4.6
Guideline 4.7
Principle 5
Guideline 5.1
Guideline 5.2
Guideline 5.3
Principle 6
Guideline 6.1
Guideline 6.2
Guideline 6.3
Guideline 6.4
Guideline 6.5
Remuneration Matters
Principle 7
Guideline 7.1
Guideline 7.2
Guideline 7.3
Guideline 7.4
Principle 8
Guideline 8.1
Guideline 8.2
Guideline 8.3
Guideline 8.4
Principle 9
Guideline 9.1
Guideline 9.2
Guideline 9.3
Guideline 9.4
Guideline 9.5
Guideline 9.6
Accountability and Audit
Principle 10
Guideline 10.1
Guideline 10.2
Guideline 10.3
Principle 11
Guideline 11.1
Guideline 11.2
Guideline 11.3
Guideline 11.4
Principle 12
Guideline 12.1
Guideline 12.2
Guideline 12.3
Guideline 12.4
Guideline 12.5
Guideline 12.6
Guideline 12.7
Guideline 12.8
Guideline 12.9
Principle 13
Guideline 13.1
Guideline 13.2
Guideline 13.3
Guideline 13.4
Guideline 13.5
Shareholder Rights and Responsibilities
Principle 14
Guideline 14.1
Guideline 14.2
Guideline 14.3
Principle 15
Guideline 15.1
Guideline 15.2
Guideline 15.3
Guideline 15.4
Guideline 15.5
Principle 16
Guideline 16.1
Guideline 16.2
Guideline 16.3
Guideline 16.4
Guideline 16.5
eGuide Glossary
Disclosure of CG arrangements
The Role of Shareholders

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