CORPORATE GOVERNANCE OVERVIEW

AUDIT AND RISK MANAGEMENT COMMITTEE

The main function of our Audit and Risk Management Committee is to assist our Board in fulfilling its responsibility to oversee our Group’s accounting and financial reporting matters. The terms of reference of our Audit and Risk Management Committee include, amongst others, the following:

  • To review the engagement, compensation, performance, qualifications and independence of our external auditors, its conduct of the annual statutory audit of our financial statements, and the engagement of external auditors for all other services;
  • To review and approve our quarterly and annual financial statements for recommendation to our Board, focusing in particular on any changes in or implementation of major accounting policies and practices, significant and unusual events, significant adjustments arising from the audit, going concern assumption and compliance with accounting standards and other regulatory or legal requirements;
  • To review any related party transactions entered into by our Group and any conflict of interest situations that may arise within our Group; and
  • To perform such other functions as may be requested by our Board.

REMUNERATION COMMITTEE

The main function of our Remuneration Committee is to assist our Board in fulfilling its responsibility on matters relating to our Group’s compensation, bonuses, incentives and benefits. The terms of reference of our Remuneration Committee include the following:

  • To provide assistance to our Board in establishing the policy and framework for our Directors’ remuneration and the remuneration of certain senior management personnel, including
    the setting of their key performance indicators;
  • To ensure that our Group’s remuneration and incentive policies, practices and key performance indicators are appropriately established and are aligned with our Group’s vision, values and business objectives and market trends;
  • To provide assistance to our Board on matters relating to, amongst others, management grievances, compensation strategy, management development and other compensation arrangements;
  • To ensure corporate accountability and governance in respect of our Board remuneration and compensation; and
  • To perform such other functions as may be requested by our Board.

NOMINATION COMMITTEE

The terms of reference of our Nomination Committee include the following:

  • To assist our Board in the effective discharge of its responsibility to ensure that our Board is of an effective composition, size and commitment to adequately discharge its responsibilities and duties;
  • To ensure appropriate selection criteria and processes and to identify and recommend to our Board, candidates for directorships of our Company and members of the relevant Board committees;
  • To evaluate the effectiveness of our Board and the relevant Board committees; and

CODE OF CONDUCT & ETHICS

The Board of Matang is committed to conducting its business in accordance with the standards of business ethics and complying with the laws, rules and regulations. The Code of Conduct and Ethics for the Directors of the Group (“Code “) sets out the guiding principles that provide guidance on the standards of behaviour expected of all directors of the Company and Group.

WHISTLE BLOWING POLICY

Matang is committed to promoting and maintaining a high ethical standard of transparency and work ethics in the conduct of its business functions and activities. In line with that, the Board and the management of Matang envisage to maintain a workplace which practises and encourages good corporate governance and upholds integrity in all its operational activities and business dealings.

In that regards, the Board views whistle-blowing being one of the important platforms to help employees and stakeholders of Matang group of companies to report genuine concerns about any wrongdoings that they may have observed in Matang.