Singapore Airlines 2012 Annual Report Download - page 43

041ANNUAL REPORT 2011/2012
Board Safety and Risk Committee (SRC)
The members of the SRC were Mr James Koh (Chairman until 31 August 2011), Dr Helmut Panke (Chairman from 1 September
2011), Mrs Christina Ong and Mr Lucien Wong (from 1 September 2011). The functions of the SRC include ensuring that
systems and programmes in the Group comply with regulatory requirements and accord with the best practices of the aviation
industry; reviewing regular reports on safety performances; reviewing accident investigation findings and recommendations;
and advising Management and reporting to the Board on safety issues.
The SRC also reviews with Management the effectiveness of the Group’s operational controls and oversees the risk
management reviews and reports surfaced by the Group and Company Risk Management Committees.
Board Nominating Committee (NC)
The members of the NC were Mr Lucien Wong (Chairman), Mr Stephen Lee and Mrs Christina Ong. Mr Wong is not associated
with a substantial shareholder.
The NC’s functions include considering and making recommendations to the Board concerning the appointment and re-election
of Directors, and determining the independence of the Directors. The NC’s recommendations are based on a review of the range
of expertise, skills and attributes of current Board members and the needs of the Board, taking into account the Company’s
future business direction, the tenure of service, contribution and commitment of each Board member. Board rejuvenation is a
guiding principle in determining the need for new appointees to the Board. Reviews of Board performance are undertaken on
an informal basis.
With regard to the selection of new Directors, the NC evaluates the balance of skills, knowledge and experience on the Board
and, arising from such evaluation, determines the role and the desirable competencies for a particular appointment to enhance
the existing Board composition. The NC meets with the short-listed Board candidates to assess their suitability and availability.
The NC then makes recommendations to the Board for approval.
Newly appointed Directors serve an initial term of three years, after which they are considered for re-nomination for another
term(s). Their re-nominations are subject to the recommendations of the Chairman of the Board and the NC.
The Company’s Articles of Association provide that one-third of the Directors for the time being, or, if their number is not three
or a multiple of three, then the number nearest to but not less than one-third are required to retire from office. Retiring Directors
are selected on the basis of those who have been longest in office since their last re-election, failing which they shall be selected
by agreement or by lot. The CEO is also subject to re-election in accordance with the Articles of Association of the Company.
New Directors appointed in the year are subject to retirement and re-election by shareholders at the next Annual General
Meeting after their appointment. All new appointments and re-elections require the approval of the Special Member,
the Minister for Finance.
Corporate Governance Report
For the period 1 April 2011 to 31 March 2012