Singapore Corporate Governance

Provision 1.6 is brief, “Management provides directors with complete, adequate and timely information prior to meetings and on an on-going basis to enable them to make informed decisions and discharge their duties and responsibilities.”
How are directors to know if they information is adequate and complete? If management leaves out an important detail, will a director be able to identify the omission?
Show Notes
1) Download the Singapore Code of Corporate Governance below
https://www.mas.gov.sg/-/media/mas/news-and-publications/code-of-corporate-governance-6-aug-2018-revised-11-jan-2023.pdf
2) Join the preparatory course for the SCA exams
https://courses.learningluminaries.com/courses/sca-business-valuation-governance

Provision 1.5 says “Directors attend and actively participate in Board and board committee meetings. The number of such meetings and each individual director’s attendances at such meetings are disclosed in the company’s annual report. Directors with multiple board representations ensure that sufficient time and attention are given to the affairs of each company"
This provision speaks of the need to ensure sufficient time for meeting attendance and active participation within each firm. For a director, how many Board seats can they accept, before being overly-stretched?
Show Notes
1) Download the Singapore Code of Corporate Governance below
https://www.mas.gov.sg/-/media/mas/news-and-publications/code-of-corporate-governance-6-aug-2018-revised-11-jan-2023.pdf
2) Join the preparatory course for the SCA exams
https://courses.learningluminaries.com/courses/sca-business-valuation-governance

Provision 1.2 reads “Directors understand the company’s business as well as their directorship duties. Directors are provided with opportunities to develop and maintain their skills and knowledge at the company’s expense. The induction, training and development provided to new and existing directors are disclosed in the company’s annual report."
If a Director does not have the relevant industry background, how much understanding must he attain so as to discharge his duties? How does a firm keep its Directors up-to-date on the latest industry and company developments?
Show Notes
1) Download the Singapore Code of Corporate Governance below
https://www.mas.gov.sg/-/media/mas/news-and-publications/code-of-corporate-governance-6-aug-2018-revised-11-jan-2023.pdf
2) Join the preparatory course for the SCA exams
https://courses.learningluminaries.com/courses/sca-business-valuation-governance

Provision 1.1 is a chunky one "Directors are fiduciaries who act objectively in the best interests of the company and hold management accountable for performance. The Board puts in place a code of conduct and ethics, sets the appropriate tone-from–the-top, organizational culture and ensures accountability within the company. Directors facing conflicts of interest recuse themselves from discussions and decisions involving the issues of conflict"
So if there is a controlling shareholder, are Directors duties towards him/her? What exactly must a Director do when there is a conflict of interest?
Show Notes
1) Download the Singapore Code of Corporate Governance below
https://www.mas.gov.sg/-/media/mas/news-and-publications/code-of-corporate-governance-6-aug-2018-revised-11-jan-2023.pdf
2) Join the preparatory course for the SCA exams
https://courses.learningluminaries.com/courses/sca-business-valuation-governance

Provision 3.2 is a short one “The Board establishes and sets out in writing the division of responsibilities between the Chairman and the CEO.”
Learn how some firms even set out "Authority Grids" to clearly demarcate the responsibilities of the Chairman and CEO.
Show Notes
1) Download the Singapore Code of Corporate Governance below
https://www.mas.gov.sg/-/media/mas/news-and-publications/code-of-corporate-governance-6-aug-2018-revised-11-jan-2023.pdf
2) Join the preparatory course for the SCA exams
https://courses.learningluminaries.com/courses/sca-business-valuation-governance