My first Publication ocbc_ar17_fullreport_english | Page 79

To ensure authenticity of shareholder
identity and due to other related security
issues, the Bank currently does not allow
voting in absentia by mail, email or fax.
The Bank conducts voting by poll for
all resolutions proposed at the general
meetings, for greater transparency in the
voting process. Following the meetings,
it announces the detailed results of the
votes, showing the number of votes cast
for and against each resolution and the
respective percentages.
The Bank provides for separate resolutions
at general meetings on each substantially
separate issue. It does not “bundle”
resolutions, unless the resolutions are
interdependent and linked so as to form
one significant proposal.
The Company Secretary prepares
minutes of general meetings, which
reflect responses from the Board and
management to queries and comments
from shareholders. The minutes are made
available on the Bank’s website.
PRINCIPLE 17: RELATED
PARTY TRANSACTIONS
OCBC Bank has established policies
and procedures on related party
transactions. These include definitions
of relatedness, limits applied, terms
of transactions, and the authorities
governing and procedures for approving
and monitoring the transactions. The
Audit Committee reviews material
related party and interested person
transactions and keeps the Board
informed of such transactions, if any.
Measures are taken to ensure that terms
and conditions for related party lendings
are not more favourable than those
granted to non-related obligors under
similar circumstances. The Bank also
complies with the SGX-ST Listing Manual
on interested person transactions.
ETHICAL STANDARDS
The Bank has adopted the SGX-ST
Listing Manual’s guidelines on dealings
in securities and has a policy against
insider trading. Directors and officers are
prohibited from dealing in the securities
of the Bank and its listed subsidiary,
Great Eastern Holdings Limited (“GEH”)
during the period commencing two
weeks before the announcement of the
Bank’s and GEH’s quarterly or half-yearly
financial results, and one month before
the announcement of year-end results
(the “black-out” period) and any time they
are in possession of unpublished material
price-sensitive information. The Bank will
notify Directors and employees of the
commencement date for each black-
out period. The policy also states that
employees are not to deal in the Bank’s
securities on short-term considerations.
In addition, employees are instructed
to conduct all their personal securities
transactions through the Group’s
stockbroking subsidiary.
The Bank has a suite of policies in
place for proper governance and
management that staff have to comply
with. All policies, including those
related to vendor management and
procurement, are subject to the Bank’s
risk management and internal control
systems and processes, including
management self-assessment and
independent audits.
The Bank also has a policy to manage
or eliminate any actual or potential
conflicts of interest which may impact
the impartiality of research analyses
or research reports issued by research
analysts in OCBC Bank or its financial
subsidiaries. These include prohibitions
on business units attempting to
influence research analyses or
recommendations by research analysts,
as well as on securities trading by staff
who receive information on research
analyses or recommendations in
unissued research reports.
The Bank’s insider trading policy also
includes instructions pertaining to
dealings in the listed securities of
customers of the Group.
The Bank has a code of conduct
that applies to all employees and
reinforces the core values expected of
employees. The code covers all aspects
of the business operations of the
Bank and sets out principles to guide
employees in carrying out their duties
and responsibilities while adhering
to the highest standards of personal
and corporate integrity. Employees are
required to observe and comply with
laws and regulations as well as company
policies, along with the ABS Code of
Conduct for Banks and Bank Staff.
BUILDING ON OUR CORPORATE STRATEGY FOR SUSTAINABLE GROWTH
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