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40

EC World Real Estate Investment Trust ANNUAL REPORT 2016

Chairman and Chief Executive Officer

Principle 3:

Clear division of responsibilities between the Chairman of the Board and Chief Executive Officer of the Manager

Tomaintain an appropriate balance of power, increased accountability and greater capacity of the Board for independent

decision making, the roles and responsibilities of the Chairman and the CEO are held by separate individuals.

The non-executive Chairman, Mr Zhang Guobiao, is responsible for leadership of the Board and for creating the

conditions for overall effectiveness of the Board, Board Committees and individual Directors. This includes setting the

agenda of the Board in consultation with the CEO and promoting constructive engagement among the Directors as well

as between the Board and the CEO on strategic issues. The CEO, Mr Lai Hock Meng, has full executive responsibilities

over the business directions and operational decisions of ECW and is responsible for implementing ECW’s strategies

and policies and conducting ECW’s business.

The Chairman and the CEO are not immediate family members. The separation of the roles of the Chairman and the CEO

and the clarity of roles provide a healthy professional relationship between the Board and Management, and facilitate robust

deliberations on the business activities of ECW and the exchange of ideas and views to help shape the strategic process.

Board Membership

Principle 4:

Formal and transparent process for the appointment and re-appointment of directors to the Board

The Board has established a NRC to make recommendations to the Board on all Director appointments and related

matters including reviewing the structure, size and composition of the Board, reviews the independence of Directors,

reviews the training and professional development programme for the Board and reviewing the performance and

independence of Board members. The NRC seeks to ensure that the composition of the Board provides an appropriate

balance and diversity of skills, experience and knowledge of the industry and that the Directors, as a group, have the

necessary core competencies relevant to ECW’s business.

The NRC comprises four NEDs, a majority of whom are independent, namely:

Mr Li Guosheng (Non-Executive Director)

Chairman

Mr Chan Heng Wing (Independent Non-Executive Director and Lead Independent Director)

Member

Mr Chia Yew Boon (Independent Non-Executive Director)

Member

Mr Zhang Guobiao (Independent Non-Executive Director)

Member

The NRC has adopted a process for selecting, appointing and re-appointing Directors and reviewing the performance

of Directors and Board Committees.

(a) The NRC will at least annually carry out a review of the Board composition as well as on each occasion when an

existing Director gives notice of his intention to retire or resign. This is to assess the collective skills, knowledge

and experience of Directors represented on the Board to determine whether the Board, as a whole, has the skills,

knowledge and experience required to achieve the Manager’s objectives for ECW.

Corporate

Governance