ASAPLUS RESOURCES LIMITED

(Incorporated in Singapore)

Registraon No. 201210180E

CORPORATE GOVERNANCE

STATEMENT

Updated as of

30 March 2022

60 Paya Lebar Road #08-55

Paya Lebar Square Singapore 409051 T: +65 66552730info@asaplusresources.com

1.1

A listed enty should have and disclose a board charter seng out:

(a) the respecve roles and responsibilies of its board and management; and

(b)those maers expressly reserved to the board and those delegated to management.

The Company complies in full with this Recommendaon

The board has adopted a formal Board Charter seng out the responsibilies of the board. This charter can be downloaded from the Company's website at the following URL:www.asaplusresources.com.

1.2

A listed enty should:

(a) undertake appropriate checks before appoinng a director or senior execuve or pung someone forward for elecon as a director; and

(b)provide security holders with all material informaon in its possession relevant to a decision on whether or not to elect or re-elect a director.

The Company complies in full with this Recommendaon

The enre board will carry out appropriate checks before appoinng a person, or pung forward to security holders a candidate for elecon, as a director. All material informaon in the board's possession will be set out in explanatory notes accompanying noces of general meengs where appointments of directors will be voted on by security holders.

1.3

A listed enty should have a wrien agreement with each director and senior execuve seng out the terms of their appointment.

1.4

The company secretary of a listed enty should be accountable directly to the board, through the chair, on all maers to do with the proper funconing of the board.

The Company complies in full with this Recommendaon

Each director is required to sign a leer of appointment seng out the terms of his or her appointment. There is currently no senior execuve being employed on a full me basis by the Group.

The Company complies in full with this Recommendaon.

The chair and each member of the board has free and unfeered access to the company secretary. The company secretary is also authorized to communicate any issue or raise any concern directly with the chair and/or any member of the board as he consider necessary.

1.5

A listed enty should:

  • (a) have and disclose a diversity policy;

  • (b) through its board or a commiee of the board set measurable objecves for achieving gender diversity in the composion of its board, senior execuves and workforce generally; and

(c)disclose in relaon to each reporng period:

(1) the measurable objecves set for that period to achieve gender diversity;

The Company does not comply in full with this Recommendaon.

The board supports workplace diversity, including gender diversity but considers that the Company is not of a size or maturity to jusfy a formal diversity policy. The board's priority has been to ensure that its members have the appropriate level of experience and skills to manage the Company at its early stages of operaon rather than focusing on gender and other diversity factors.

The Company's operang subsidiary carries on business of developing an iron ore mine located

(2) the enty's progress towards achieving those objecves; and

(3)either:

(A) the respecve proporons of men and women on the board, in senior execuve posions and across the whole workforce (including how the enty has defined "senior execuve" for these purposes); or

(B)if the enty is a "relevant employer" under the Workplace Gender Equality Act, the enty's most recent "Gender Equality Indicators", as defined in and published under that Act.

If the enty was in the S&P / ASX 300 Index at the commencement of the reporng period, the measurable objecve for achieving gender diversity in the composion of its board should be to have not less than 30% of its directors of each gender within a specified period.

1.6

A listed enty should:

(a) have and disclose a process for periodically evaluang the performance of the board, its commiees and individual directors; and

(b)disclose for each reporng period whether a performance evaluaon has been undertaken in accordance with that process during or in respect of that period.

1.7

A listed enty should:

(a)have and disclose a process for evaluang the performance of its senior execuves at least once every reporng period; and

(b) disclose for each reporng period whether a performance evaluaon has been undertaken in accordance with that process during or in respect of that period.

in the People's Republic of China (China). The potenal pool of female personnel in China qualified and, more importantly, willing to work in the mining industry at all levels, including senior execuve level, is extremely small relave to the total manpower needs of the industry as a whole. Therefore, the board is of the opinion that even if the Company adopts a gender diversity policy and measurable objecves to achieving gender diversity, the Company will not be able to achieve these objecves.

The Company complies in full with this Recommendaon.

The Company has a pracce and a process of periodically evaluang the performance of the board (collecve self appraisal) and individual directors (peer review by other members of the board). This review will be done at the end of each financial year at the same me the board meets to approve its financial statements for that financial year.

In relaon to the financial year ended 30 June 2021 (the Reporng Period), the Company had carried out a performance evaluaon in accordance with this process.

The Company complies in full with this Recommendaon.

The board will meet at least annually to review the performance of execuves. The senior execuves' performance is assessed against the performance of the Group as a whole.

In relaon to the Reporng Period, this performance evaluaon was not carried out as there is no senior execuve employed by the Group.

2.1

The board of a listed enty should:

  • (a) have a nominaon commiee which:

    • (1) has at least three members, a majority of whom are independent directors; and

    • (2) is chaired by an independent director, and disclose:

    • (3) the charter of the commiee;

    • (4) the members of the commiee; and

    • (5) as at the end of each reporng period, the number of mes the commiee met throughout the period and the individual aendances of the members at those meengs; or

  • (b) if it does not have a nominaon commiee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its dues and responsibilies effecvely.

2.2

A listed enty should have and disclose a board skills matrix seng out the mix of skills that the board currently has or is looking to achieve in its membership.

The Company does not comply in full with this Recommendaon.

The board considers that the Company is not currently of a size to jusfy the formaon of a nominaon commiee. The board as a whole undertakes the process of reviewing the skill base and experience of exisng directors to enable idenficaon or aributes required in new directors. When appropriate, independent consultants will be engaged to idenfy possible new candidates for the board either as addion to the board to supplement its current skills and experience or as part of succession planning for the board.

The Company complies in full with this Recommendaon.

The skills matrix seng out the mix of skills and diversity that the board had during the Reporng Period is set out below:

DING

LAU Eng

Dominic LIM

ONG Yih

Poi Bor

Foo (Andy)

Kian Gam

Ching

Corporate governance

General & administrave management Risk management

Sales and markeng Financial management Entrepreneurship

2.3

A listed enty should disclose:

(a) the names of the directors considered by the board to be independent directors;

(b)if a director has an interest, posion, affiliaon or relaonship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature

The Company complies in full with this Recommendaon.

As of the date of this Corporate Governance Statement, the board comprised of the following persons:

of the interest, posion or relaonship in queson and an explanaon of why the board is of that opinion; and

(c)the length of service of each director.

2.4

A majority of the board of a listed enty should be independent directors.

2.5

The chair of the board of a listed enty should be an independent director and, in parcular, should not be the same person as the CEO of the enty.

DING Poi Bor Execuve director

Date first appointed: 13 February 2018 Date last elected: 25 August 2018# # As managing director, he is not subject to re-elecon

LAU Eng Foo (Andy)

Execuve director / managing director Date first appointed: 1 August 2012 Date last elected: 9 November 2019

Dominic LIM Kian Gam Independent non-execuve director

Date first appointed: 24 November 2014 Date last elected: 10 November 2021

ONG Yih Ching

Independent non-execuve director Date first appointed: 16 May 2018 Date last elected: 9 November 2020

The independent directors, namely Dominic LIM Kian Gam and ONG Yih Ching have no interest, posion, associaon or relaonship of the type described in Box 2.3.

The Company does not comply in full with this Recommendaon.

The Company currently has two independent, non-execuve directors, one non-independent non-execuve director and one execuve director. The Company is seeking to appoint a suitably qualified person as an independent director.

The Company complies in full with this Recommendaon.

Currently, the acng chairman of the board is ONG Yih Ching, an independent director and the funcons of the chief execuve officer is carried out by DING Poi Bor, the Company's managing director.

2.6

A listed enty should have a program for inducng new directors and for periodically reviewing whether there is a need for exisng directors to undertake professional development to maintain the skills and knowledge needed to perform their role as directors effecvely.

The Company complies in full with this Recommendaon.

The board has in place a program where all potenal directors are assessed by the enre board as to the extent of his or her awareness of his or her responsibilies as a director of a company which is listed on ASX, and where such awareness is insufficient, to undergo such

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Asaplus Resources Limited published this content on 30 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2022 09:24:04 UTC.