CORPORATE GOVERNANCE

In 2021, CDL continued to be ranked favourably in the Singapore Governance and Transparency Index (SGTI) 2021, ranking 4th amongst listed companies in Singapore. The SGTI assesses companies on their corporate governance disclosure and practices, as well as the timeliness, accessibility and transparency of the announcement of their financial results. For our full Corporate Governance Report, please refer to the CDL Annual Report 2021.

Board Diversity

In December 2021, SGX announced new requirements for listed companies to provide climate-related disclosures based on the Task Force on Climate-related Financial Disclosures (TCFD) recommendations. Issuers are required to set a board diversity policy from 2022 and provide details such as diversity targets, plans, timelines and progress in their annual reports. Since 28 August 2015, CDL’s Board has supported the Board Diversity Pledge initiated by the Singapore Institute of Directors (SID) and SGX. In 2017, the board-level Nominating Committee adopted a formal Board Diversity Policy, which sets out a clear policy and framework for promoting diversity on CDL’s Board. As of end-2021, CDL had one female director (12.5%) – Ms Carol Fong – out of eight directors. With the appointment of Mrs Wong Ai Ai in January 2022, the board diversity has increased to 22%.

Business Ethics And Compliance

The Board and Senior Management remain steadfast in conducting business with integrity, consistent with the high standards of business ethics, and in compliance with all applicable laws and regulatory requirements. In 2021, CDL had no incidents of non-compliance with socio-economic laws and regulations, including legal requirements of marketing and advertising practices, for which significant fines or non-monetary sanctions were issued to the Company. We define significant non-compliance with laws and regulations as matters that have a material impact, financial or otherwise, on CDL and our stakeholders. There were also zero incidents of anti-competitive behaviour or monopolistic practices within CDL.

Our business principles and practices regarding matters that may have ethical implications are encapsulated in the CDL Code of Business Conduct and Ethics. It communicates CDL’s principles such as honesty, integrity, responsibility and accountability at all organisational levels. Staff are to observe these principles when conducting official business in dealing with customers, suppliers and colleagues. The CDL Code of Business Conduct and Ethics is published on the staff intranet for easy access.

The code provides guidance on issues such as:

  • Conflicts of interest and the appropriate disclosures to be made
  • CDL’s zero tolerance stance against corruption and bribery
  • Compliance with applicable laws and regulations, including those relating to the protection of the environment and the conservation of energy and natural resources
  • Compliance with CDL’s policies and procedures, including those on internal controls and accounting
  • Protection and use of CDL’s assets, confidential information and intellectual property rights, including the respect of the intellectual property rights of third parties
  • Competition and fair dealing in the conduct of CDL’s business, in staff’s relationships with customers, suppliers, competitors and employees

Implemented in 2020, the CDL Conflict of Interest Guidelines aims to prevent any unjustified appointment of vendors and reduce possible suggestions that unethical actions were taken by employees due to their relationship with an external vendor. Accessible on the staff intranet, it sets out guidance on identifying any deemed interest with a current or prospective vendor. In the event of a conflict of interest, a staff declaration is mandatory and the staff shall abstain from having any business dealing with the identified vendor.