144 PERENNIAL HOLDINGS PRIVATE LIMITED Corporate Governance up to the Board’s decisions and ensures that such decisions are translated into executive actions. In addition, the Executive Chairman and CEO works with the Board, the Board Committees and Management to establish risk limits undertaken by the Group and at the same time, promotes high standards of integrity and corporate governance. He also provides leadership, guidance and advice to Management, particularly with regard to the Group’s growth strategy and developments. The Executive Chairman and CEO, assisted by Management, makes strategic proposals to the Board and after robust Board discussions, executes the agreed strategies and policies, manages and develops the Group’s businesses and implements the Board’s decisions. The Executive Chairman and CEO is responsible for effectively managing and supervising the day-to-day business operations, reporting to the Board on all aspects of the operations and performance, managing and cultivating good relationships with all stakeholders and ensuring effective communication with the stakeholders. All major proposals and decisions relating to the business of the Group made by the Executive Chairman and CEO are reviewed jointly and collectively by the Board. As such, there is a balance of power and authority and no one individual controls or dominates the decisionmaking process of the Company. The Co-Vice Chairmen have the duty to provide leadership in situations where the Executive Chairman and CEO faces any real or perceived conflict of interest. The Co-Vice Chairmen are also available to shareholders of the Company through their email address covicechairmen@ perennialholdings.com should they have concerns and for which contact through the normal channels has failed or is inappropriate. This ensures effective oversight, appropriate balance of power and increased accountability. ACCOUNTABILITY AND AUDIT The Group believes that strict compliance with statutory reporting requirements and the adoption of good business practices are imperative to maintaining confidence and trust in the Group and at the same time, delivering sustainable value to its stakeholders. The Board regularly receives operational and financial reports regarding the Group’s performance, which includes key performance indicators, variance analyses, property updates, strategic and business highlights, and key developments to enable it to keep abreast and make a balanced and informed assessment of the Group’s performance, financial position and prospects. The Group provides shareholders with voluntary updates on the Group’s interim business performance, as and when necessary. The Board is also updated on relevant changes to rules, regulations and accounting standards so that it can monitor and supervise the Group to comply with the relevant regulatory requirements. Management also highlights key business indicators and major issues relevant to the Group’s performance from time to time to enable the Board to make a balanced and informed assessment of the Group’s performance, position and prospects. Risk Management The Group recognises that a robust risk management and internal control system to safeguard its assets and shareholders’ interests is imperative to maintaining stakeholders’ confidence and trust in the Group and at the same time, delivering sustainable value to its stakeholders. The Group proactively manages risks and embeds the risk management process into all planning and decisionmaking processes, as well as in the dayto-day operations at the Company and Group levels. The Board sets the overall strategic direction, governs the risk management strategy, and determines the risk appetite and risk policies for the Group. With these controls in place, the Board oversees Management in the design, implementation and monitoring of risk management and internal control systems, thereby ensuring that strategies are aligned with the risk appetite, as well as any potential emerging risks that the Group may face. The Board reviews, whenever necessary, the key organisational risks and robustness of the Group’s risk management and internal control systems, including financial, operational, compliance, antimoney laundering, counter financing of terrorism and information technology (“IT”) controls. The Board also decides on the risk tolerance limits and other associated risk parameters and determines the nature and extent of the significant risks that the Board is willing to assume in achieving the Group’s strategic objectives and value creation. The Group understands that its business environment presents opportunities that require preparation and planning in order for these opportunities to be seized, as well as uncertainties that need to be actively managed. Management, responsible for implementing day-to-day management of risks in the Group, reports to the Board on the key risks and provides updates on the risk management activities of the business. The Board regularly reviews the key risk indicators and discusses the status of risk exposure and risk management action plans. The Board is satisfied that the Group’s risk management system continues to be adequate and effective. Internal Controls Supporting the risk management strategy is a system of internal controls comprising Group-wide governance and internal control policies, procedures and guidelines which cover financial, operational, antimoney laundering, counter financing of terrorism, IT and regulatory compliance matters. Such internal control mechanisms include segregation of duties, approval authorities and limits, and checks and balances embedded in business processes. The implementation of the Whistleblowing Policy, Code of Conduct and Code of Ethics also helps to establish a clear tone from Board with regard to employees’ business and ethical conduct. This system of internal controls is regularly reviewed for continuous improvement and strengthening. Internal and external auditors conduct audits that involve testing the adequacy and effectiveness of material internal controls. Such audits provide an independent assessment and assurance of the reliability, adequacy and effectiveness of the Group’s system of internal controls, risk management procedures, governance framework and processes. Any material non-compliance or lapses in internal controls, together with corrective measures recommended by internal and external auditors, are reported to the Board. The adequacy, timeliness and effectiveness of the measures taken by Management in response to the recommendations made by the internal and external auditors are also reviewed by the Board. The results of these audits serve to provide the basis for analysis of the adequacy of the Group’s internal controls.
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