Annual Report | Rulebooks

707

(1) An issuer must hold its annual general meeting within four months from the end of its financial year.

(2) An issuer must issue its annual report to shareholders and the Exchange at least 14 days before the date of its annual general meeting.

(3) Notwithstanding Rules 707(1) and (2), with respect to the first annual general meeting immediately following the issuer's listing on the Exchange, where the time period between its listing on the Exchange and the final date for the issuer to hold its annual general meeting pursuant to Rule 707(1) above is less than 30 days, the issuer shall have 30 days from the relevant deadline to hold its annual general meeting, provided that:

(a) such an extension is permitted by and in accordance with all relevant laws and regulations governing the issuer in its place of constitution;

(b) the Exchange is notified of such an extension at the time of the issuer's listing;

(c) the extension is announced by the issuer at the time of the issuer's listing; and

(d) in the announcement referred to in paragraph (c) above, the issuer must confirm that:

(i) there is no material adverse change to the financial position of the issuer since the date of its offer document issued in connection with its listing on the Exchange; and

(ii) the extension is permitted by and in accordance with all relevant laws and regulations governing the issuer in its place of constitution.

Amended on 29 September 2011 29 September 2011 and 7 February 2020 7 February 2020.

708

The chairman's statement (or equivalent) in the annual report must provide a balanced and readable summary of the issuer's performance and prospects, and should represent the collective view of the board. If the Chairman's statement does not represent the collective view of the board, the view of each dissenting director must be disclosed in the annual report.

709

The annual report must contain the information required in Part III of Chapter 12.

709A

The annual financial statements must be: —

(a) prepared in accordance with Singapore Financial Reporting Standards (International) ("SFRS(I)s"), or International Financial Reporting Standards ("IFRS"), or US Generally Accepted Accounting Principles ("US GAAP"); and

(b) audited by certified public accountants in accordance with Singapore Standards on Auditing, International Standards on Auditing, or US Generally Accepted Auditing Standards, as the case may be.

Added on 7 February 2020 7 February 2020 and Amended on 12 February 2021.

710

An issuer must describe in its annual report its corporate governance practices with specific reference to the principles and the provisions of the Code. An issuer must comply with the principles of the Code. Where an issuer's practices vary from any provisions of the Code, it must explicitly state, in its annual report, the provision from which it has varied, explain the reason for variation, and explain how the practices it had adopted are consistent with the intent of the relevant principle.

Amended on 1 January 2019 1 January 2019.

710A

(1) An issuer must maintain a board diversity policy that addresses gender, skills and experience, and any other relevant aspects of diversity.

(2) An issuer must describe in its annual report its board diversity policy, including the following:

(a) the issuer’s targets to achieve diversity on its board;

(b) the issuer’s accompanying plans and timelines for achieving the targets;

(c) the issuer’s progress towards achieving the targets within the timelines; and

(d) a description of how the combination of skills, talents, experience and diversity of its directors serves the needs and plans of the issuer.

Added on 1 January 2022.

711

An issuer may issue a summary financial statement in accordance with the Companies Act or any other applicable written law, regulation or code. However, the Exchange may require the issuer to disclose additional information.

Amended on 31 March 2017 31 March 2017.