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NATURAL COOL HOLDINGS LIMITED
Annual Report 2011 34
Corporate Governance Report
(D) COMMUNICATION WITH SHAREHOLDERS
Principle 14: Companies should engage in regular, effective and fair communication with shareholders.
Principle 15: Companies should encourage greater shareholder participation at AGMs, and allow
shareholders the opportunity to communicate their views on various matters affecting the company.
The Company does not practice selective disclosure. In line with continuous disclosure obligations of
the Company pursuant to the SGX Listing Manual and the Companies Act, Chapter 50 of Singapore, the
Board’s policy is that all shareholders should be equally and timely informed of all major developments that
impact the Group. Information will frst be disseminated through SGXNET and where relevant, followed by
a news release. The Company will also make announcements from time to time to update investors and
shareholders on developments that are of interest to them.
The Company will maintain open communications with investors and shareholders and will strive to attend
to their queries directly, whether verbal or written. The Company welcomes active participation from
shareholders at its AGMs. To facilitate voting by shareholders, the Company’s articles of association allows
shareholders to appoint not more than two proxies to attend and vote at the AGMs.
At AGMs, the Chairpersons of the Audit, Nominating and Remuneration Committees as well as the external
auditors are requested to be present and available to address any queries by shareholders.
The Board takes note that there should be separate resolutions at general meetings on each substantially
separate issue and will provide reasons and material implications where resolutions are interlinked.
(E) DEALING IN SECURITIES
The Company has adopted an internal code which prohibits all its offcers from dealing in the Company’s
shares during the period commencing one month before the announcement of the Company’s half year
and full year results and ending on the date of the announcement of the results or if they are in possession
of unpublished price-sensitive information of the Group.
In addition, all offcers are expected to observe insider trading laws at all times even when dealing in
securities within permitted trading periods. They also should not deal in the Company’s shares on short-
term considerations.
(F) INTERESTED PERSON TRANSACTIONS
The Company adopts a set of procedures governing all interested person transactions to ensure that they
are carried out on an arm’s length basis, on normal commercial terms and will not be prejudicial to the
interests of the Company and its shareholders.
There were no Interested Person Transactions for disclosure according to Rule 907 of the SGX Listing
Manual for the financial year ended 31 December 2011. Disclosure of significant related parties
transactions is found on page 102 in this Annual Report.