Selection and Appointment Process The NC conducts review of Board composition annually to plan for Board succession and future needs. The NC is also continually engaged in the Board renewal process of ST Engineering, having regard to the skills, experience and industry expertise needed for a balanced Board composition to, among other things, oversee governance, safety, risks and sustainability within the Group’s businesses. When the need for a new Director is identified, potential candidates are identified from various sources including independent professional firm of consultants, internal references or recommendations made by Directors. The NC will ensure that female candidates are included for consideration. Nevertheless, Board appointments will be made based on merits, taking into account the attributes, contributions and the experiences the candidates can bring to enhance the Board’s effectiveness. The NC will assess a shortlist of candidates according to the type of expertise needed. The NC will also assess a candidate’s character, independence and experience to ensure that he/she has the requisite standard of competence to carry out his/her duties as a Director of a listed company. The NC will then make recommendation to the Board for approval. Succession Planning The NC is tasked to oversee and review the succession planning process for Board renewal including that of the Chairman of the Board, having regard to achieving a balance of skills, diversity, independence, knowledge and attributes required of an effective Board. The NC also oversees and reviews the succession planning process for the Group President & CEO and Key Management Executives. While reviewing the succession plans, the NC will take into consideration the Company’s strategy and objectives including the factors that affect the longterm success of the Company, the orderly replacement of Directors and Key Management Executives and contingency planning for preparedness against sudden and unforeseen changes. In relation to Board, a formal process has been put in place for the Board renewal including the selection and appointment of new Directors. A skills matrix is used to assess and monitor the overall balance, diversity and quality of the Board and shape succession plans, Board evaluation and the appointment and reappointment of Directors to ensure that the Board has an optimal composition that contributes to higher effectiveness and align to the Company’s strategy and objectives. Board and Board Committee appointments require the approval of the Board. In FY2022, Teo Ming Kian was appointed as Deputy Chairman of the Board as part of the Board's renewal and succession planning. Kevin Kwok Khien was also appointed as Audit Committee Chairman in place of Quek See Tiat due to latter’s non-independent status upon reaching his nine-year term. The NC appreciates the importance of succession planning for Group President & CEO and Key Management Executives. The Company has a robust succession planning process which involves: - Reviewing the key proficiencies and qualities required for identified positions - Identifying and developing internal and external candidates - Ensuring that candidates possess the necessary proficiencies and qualities - Catering for contingency succession needs - Driving development and retention plans for potential candidates Maximum Board Representation The NC reviews directorships of the Board and determines if a Director is able to and has been adequately carrying out his or her duties as a Director, taking into consideration the Director’s number of listed company board representations and/or other principal commitments, the results of the recent peer assessment of the Directors, and their actual conduct and involvement on the Board and/or Board Committees, including availability and attendance at the scheduled meetings and ad-hoc meetings. The NC noted the list of other directorships held by our Directors, taking into consideration their principal commitments. Based on the FY2022 individual Director assessment, all Directors were well prepared for the Board and Board Committee meetings and expressed thoughtful, honest concerns and opinions on issues presented at the meetings. CORPORATE OVERVIEW PERFORMANCE REVIEW SUSTAINABILITY FINANCIAL REPORT 87
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