A structured Succession Planning framework was developed and implemented to identify and develop a leadership pipeline in the Group. The Succession Planning framework takes into account the potential successor’s performance track record, leadership capability and display of the MISC cultural beliefs. The Succession Planning framework also provides for development plans to be mapped appropriately for each potential successor in order for them to be ready to assume the critical positions as the opportunity arises. A special talent review session by the Management Development Committee (MDC) is conducted annually to assess and gauge the identified talent pool’s suitability as well as their readiness level for the proposed Critical Position. The framework signifies the Group’s commitment towards developing the future leaders of MISC. 10. The Group observes the respective Code of Conduct and Business Ethics (“CoBE”) and the coverage is extended to not only MISC employees and directors within the MISC Group but also to third parties performing works or services for or on behalf of MISC group of companies. To support the general policy statements in the CoBE, MISC also observes the principles set out in the Anti-Corruption and Bribery Manual which provides further guidelines on dealing with improper solicitation, bribery and other corrupt activities as well as issues that may arise in the course of doing business. The Compliance Unit developed a comprehensive programme and policy on CoBE-related matters which focused on anti-bribery and corruption, including for compliance monitoring, review and implementation of sanctions. A risk-based approach was adopted in developing the said programme, which was also benchmarked against international standards and best practices. A comprehensive Compliance & Ethics Programme was approved by Board in June 2016 which underpins the role of the Board and Management in combatting bribery, provides for enhanced training and communication programmes, and implementation of appropriate counterparty due diligence. The Board also adopted the following Anti-Bribery and Corruption Policy, as reflected in its Board Charter, which also applies throughout the Group: “We at MISC Group (MISC) are committed to applying the highest standards of ethical conduct, integrity and accountability in all our business activities and operations. This Policy applies to all MISC business dealings and relationships. MISC has a zero tolerance policy towards any form of bribery and corruption by, or of, employees or any persons or companies acting for MISC or on its behalf. The MISC Code of Conduct and Business Ethics (MISC CoBE) and Anti-Bribery and Corruption Policy and Guidelines apply throughout the Group and reflect our commitment to fight any corrupt and unethical practices in the course of conducting business in the jurisdictions in which we operate. The Board and management are committed to implementing and enforcing effective and robust policies and procedures to prevent, monitor and eliminate bribery and corruption. Employees and others acting for or on behalf of MISC are strictly prohibited from directly or indirectly soliciting, accepting or offering bribes in relation to MISC’s businesses and operations. Employees across MISC are expected to observe the MISC CoBE and uphold MISC’s zero tolerance towards bribery and corruption. Employees who fail to comply with the CoBE will be subject to the appropriate disciplinary measures”. The Company’s monitoring processes have also been enhanced with the establishment, amongst others, of employees’ Conflict of Interest Register, employees’ Gift Reg i s t e r and t he Wh i s t l eb l owi ng Reg i s t e r. A comprehensive Third Party Due Diligence Guidelines was also rolled out to the Group in September 2016. The Compliance Unit also conducted a training program covering Corporate Orientation for New Employees (“CONE”) in December 2016. All company directors in the Group also attended a refresher training programme on MISC’s CoBE and international compliance issues in November 2016. Corporate Governance 143
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