30
JUMBO GROUP LIMITED
Corporate Governance
Report
INTERESTED PERSON TRANSACTIONS
(Rules 907 and 1204(17) of the Catalist Rules)
The Group has adopted an internal policy in respect of any transaction with interested party within the definition of Chapter 9 of the Catalist Rules
and has in place procedures for review and approval of all interested person transactions. In the event that a potential conflict of interest arises,
the Director concerned will not participate in discussions, abstains from decision-making, and refrains from exercising any influence over other
members of the Board.
The Group does not have a general mandate for interested person transactions. Details of the interested person transactions for FY2015 pursuant
to Rule 907 of the Catalist Rules are as follows:
Name of interested person
Aggregate value of all
interested person transactions
during the financial year under
review (excluding transactions
less than $100,000 and
transactions conducted
under shareholders’ mandate
pursuant to Rule 920)
$’000
Aggregate value of all
interested person transactions
conducted under shareholders’
mandate pursuant to Rule 920
(excluding transactions less
than $100,000)
(1)
$’000
Mr. Ang Kiam Meng
– Provision of indemnities in relation to security bonds for
foreign workers employed by the Group
(2)
385
Nil
Mdm. Tan Yong Chuan, Jacqueline
– Provision of indemnities in relation to security bonds for
foreign workers employed by the Group
(2)
385
Nil
Note:
(1)
The Group has not obtained a general mandate from shareholders for interested person transactions under Rule 920 of the Catalist Rules of SGX-ST.
(2)
There is no consideration paid to Mr. Ang Kiam Meng and Mdm. Tan Yong Chuan, Jacqueline for the provision of indemnities in relation to security bonds for
foreign workers employed by the Group.
The Company has established procedures to ensure that all transactions with interested persons are reported on a timely manner to the AC and
the transactions will not be prejudicial to the interest of the Group and its minority shareholders. To ensure compliance with Chapter 9 of the
Catalist Rules, the Board and the AC review, on a quarterly basis, interested person transactions entered into by the Group (if any).
MATERIAL CONTRACTS
(Rule 1204(8) of the Catalist Rules)
Save for the service agreements between the Company and the Executive Directors and disclosures in the sections entitled “Interested Person
Transactions” and the “Directors’ Statement” of this Annual Report, and the Financial Statements of the Group, there were no other material
contracts of the Company and its subsidiaries involving the interests of the CEO and Executive Chairman, any Directors or controlling shareholders
which subsisted at the end of the financial year or have been entered into since the end of the previous financial year.
NON-SPONSOR FEES
(Rule 1204(21) of the Catalist Rules)
With reference to Rule 1204(21) of the Catalist Rules, the nature of the amount of fees for non-sponsor services rendered by the Company’s
sponsor, United Overseas Bank Limited, and its associates to the Group during FY2015 and up till the date of this Annual Report are as follows:
$’000
Underwriting and placement commission in relation to the IPO
640
Receiving bank fees in relation to the IPO
20
660
