Singapore Airlines 2010 Annual Report Download - page 34

SINGAPORE AIRLINES
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There is a strong independent element in the Board, with the Board Nominating Committee considering 7 out of 9 directors
to be independent from Management and the Company’s substantial shareholder, Temasek Holdings (Private) Limited
(“Temasek”). Mr Stephen Lee is a member of Temasek’s Advisory Panel while Mr Chew Choon Seng is the Chief Executive
Officer (“CEO”) of the Company. All Directors have demonstrated objectivity in their deliberations in the interests of the
Company.
Management briefs new Directors on the Company’s business and strategic directions, as well as governance practices.
The Company conducts orientation and training programmes for new Directors, and updates Directors on new laws and
regulations, as well as changing commercial risks, as deemed appropriate. Formal letters are issued to newly-appointed
Directors upon their appointment, including details of their duties and obligations as Directors.
The Chairman, Mr Stephen Lee, and the CEO, Mr Chew Choon Seng, are not related to each other. There is appropriate
division of responsibilities between the Chairman and the CEO, which ensures a balance of power and authority within the
Company. The Chairman leads the Board and is responsible for its workings and proceedings. He plays a crucial role in
fostering constructive dialogue with shareholders at the Company’s Annual and Extraordinary General meetings. The CEO
heads the Management Committee and oversees the execution of the Company’s corporate and business strategies and
policies, and the conduct of its business.
Board Membership And Performance (Principles 4 And 5)
Five Board Committees have been formed to assist the Board in the execution of its responsibilities, namely:
• the Board Executive Committee;
• the Board Audit Committee;
• the Board Compensation and Industrial Relations Committee;
• the Board Nominating Committee; and
• the Board Safety and Risk Committee
These Committees have written mandates and operating procedures, which are reviewed periodically.
The Board held 4 meetings in the financial year. The Board holds separate Strategy Sessions to assist Management in
developing its plans and strategies for the future. The non-executive Directors also set aside time to meet without the
presence of Management to review the latter’s performance in meeting goals and objectives. A table setting out the Board
Members, their memberships on the various Board Committees and attendance at Board and Committee meetings can be
found on pages 42 to 43.
corporate governance report
For the period 1 April 2009 to 31 March 2010