Ntegrator International Ltd. - Annual Report 2020

27 CORPORATE GOVERNANCE REPORT SHAREHOLDER RIGHTS AND ENGAGEMENT Principle 11: Shareholder Rights and Conduct of General Meetings The company treats all shareholders fairly and equitably in order to enable them to exercise shareholders’ rights and have the opportunity to communicate their views on matters affecting the company. The company gives shareholders a balanced and understandable assessment of its performance, position and prospects. Principle 12: Engagement with Shareholders The company communicates regularly with its shareholders and facilitates the participation of shareholders during general meetings and other dialogues to allow shareholders to communicate their views on various matters affecting the company. The Board places strong emphasis on investor relations for the Company to maintain high standard of transparency so as to promote better investor communications. Shareholders are kept apprised of any changes in the Company’s business and information that would likely affect the value of the Company’s shares are provided on a timely basis. Shareholders may at any time send their enquiries and/or feedback about the Company to the Board in writing through its corporate website, under “Contact Us” section ( Provision 12.1 of 2018 Code ). The Company disseminates material information simultaneously through press releases via SGXNet and electronic mail to the media. Press releases, interim and full-year financial results and annual reports which are posted on SGX’s website are also available on the Company’s website. All shareholders of the Company receive the Annual Report and Notice of AGM, within the statutory period. In order to gather views or inputs and address shareholders’ concerns, shareholders are given the opportunity to voice their views and to direct questions regarding the Group to Senior Management and Directors, including the Chairman and Chairmen of Board Committees, at shareholders’ meetings ( Provisions 11.1 and 12.1 of 2018 Code ). In relation to the forthcoming AGM which will be held by way of electronic means in light of COVID-19 due to current restrictions for large group gatherings, alternative arrangements, including pre-registration for the live webcast and pre-submission of questions prior to the AGM, will be put in place to facilitate shareholders’ participation in the AGM. All Directors are expected to attend AGM and other general meetings held by the Company. Besides Directors, Senior Management and the External Auditors are present at AGMs and other general meetings, if any, to assist the Board in addressing shareholders’ queries ( Provision 11.3 of 2018 Code ). All Directors, Senior Management and the External Auditors were present at the AGM and Extraordinary General Meeting (“EGM”) held (by way of electronic means) in June 2020. Directors’ attendance for the last AGM and the EGM held in June 2020 (by way of electronic means) can be found on page 15 of this report. Corporations which provide nominee services are permitted to appoint more than 2 proxies so that shareholders who hold shares through such corporations can attend and participate in shareholders’ meetings as proxies. At present, the Company has not adopted any procedures for shareholders to vote in absentia and will review this option, when guidelines for such procedures are developed, in the future. However, under the provisions of the Company’s Constitution, the Directors may, at their sole discretion, approve and implement, subject to such security measures as may be deemed necessary or expedient, such voting methods to allow shareholders who are unable to vote in person at any General Meeting the option to vote in absentia ( Provision 11.4 of 2018 Code ). At general meetings, separate resolutions are proposed for each substantially separate issue to avoid bundling of resolutions unless the resolutions are inter-dependent and linked to form one significant proposal ( Provision 11.2 of 2018 Code ). At general meetings, resolutions are voted on by poll and poll voting procedures are explained by the independent scrutineer. The results, including the number of votes cast for and against each resolution, are announced via SGXNet.