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Report on Corporate Governance
The Directors are of the opinion that, based on the results of the internal and external audits, the internal controls are operating
satisfactorily. The Directors are also satisfied that problems are identified on a timely basis and there is in place a process for
follow-up actions to be taken promptly to minimise unnecessary lapses. Nothing has come to the attention of the Directors
to indicate that any material breakdown in the controls has occurred during the year under review.
Based on the internal controls established and maintained by the Group, work performed by the internal and external auditors,
and reviews performed by Management, various Board Committees and the Board, the AC and the Board are of the opinion that
the Group’s internal controls, addressing financial, operational and compliance risks, were adequate as at 31 December 2012.
WHISTLEBLOWER POLICY
The Company has a whistle-blowing procedure in place for staff to raise matters of impropriety in confidence. The policy
aims to foster a workplace conducive to open communication regarding the Company’s business practices and to protect the
employees from unlawful retaliation and discrimination for the proper disclosing or reporting of illegal or unethical conduct
in good faith.
Complaints may be made to the designated officers by telephone, email or under confidential mail. All cases reported will
be investigated objectively and thoroughly and appropriate action will be taken where warranted. A summary of the reports
received, investigation results and subsequent actions taken will be reported to the AC on a quarterly basis. Under certain
circumstances, the AC will be informed, as soon as practicable, of a reported case.
INTERNAL AUDIT (PRINCIPLE 13)
The Company has an internal audit department that is independent of the activities it audits. For FY2012, the internal auditors
reported directly to the Chairman of the AC on audit matters and to the Executive Chairman on administrative matters.
In discharging its functions, the AC is provided with adequate resources, has full access to and co-operation of the Management
and the internal auditors, and has full discretion to invite any Director or executive officer to attend its meetings. All major
findings and recommendations are brought to the attention of the Board of Directors.
The AC reviews and approves the annual internal audit plans and ensures that the internal audit functions are adequately
resourced with competence, and has appropriate standing within the Group to carry out its duties effectively.
COMMUNICATION WITH SHAREHOLDERS (PRINCIPLE 14)
The Company takes a serious view of maintaining full and adequate disclosure, in a timely manner, of material events and
matters concerning its businesses through SGXNET, public announcements, press releases, circulars to shareholders and
Annual Reports.
In addition, shareholders and the public can access information pertaining to the Company’s businesses, media releases and
other corporate information via its website. The Company’s Corporate Affairs and Communications department also facilitates
effective and unbiased communications with shareholders, analysts, fund managers and the media.
The Straits Trading Company Limited ANNUAL REPORT 2012 39 /