Overview
Serving PNG for over 80 years. Papua New Guinea’s premier trading company Offering competitive goods and quality service through the group’s activities to our customers/clients through out Papua New Guinea. Supporting PNG human resource by providing employment to over 4000 Papua New Guineans.
Corporate Governance Statement
In the exercise of their duties as Directors, the board is
committed to observing the highest standards of corporate governance and ethical
standards. It expects similar standards from its employees. The board has the
responsibility to set the strategic direction of the company, review the
operational and financial performance of the group activities, monitor
achievement against objectives, review the management of business risk and
report to the shareholders.
Board Composition
The Board currently comprises seven Non Executive Directors
plus four Directors who are executives of the company or the ultimate holding
company, John Swire & Sons Limited. The Board seeks to maintain an
appropriate blend of qualifications, skills and experience of Directors
commensurate with the size and diverse activities of the group.
The Board appoints the Managing Director whilst all other
Directors, in accordance with the Company's Articles of Association, retire on a
rotational basis every three years. Retiring Directors may be eligible for
re-election, by the shareholders, at the Company's Annual General Meeting.
The Chairman has the responsibility for overseeing the nomination of all
Directors and for the review of the Board's membership, in conjunction with all
the Board's members.
Audit Committee
The Audit Committee is composed entirely of Non-Executive
Directors. The Audit Committee recommends the appointment and fees of the
external auditors, reviews company's financial statements and the adequacy and
effectiveness of existing internal and external audit arrangements. The
findings and recommendations of the Committee are reported to the board.
Remuneration Committee
The Non-Executive Directors meet as a body once a year, or
more frequently in special circumstances, to assess the performance of the
Company and of management. A Committee of the Non-Executive Directors
determines the compensation of the Managing Director and senior executive staff.
Risk Management
The Companies committed to the management of risks throughout
its operations to protect its employees, the environment, group assets, earnings
and reputation.
Certain risks occur in the normal course of the Company's
business and include foreign exchange and interest rate risks. Exchange
risks are minimised by borrowing in currencies other than Kina only when
equivalent cash flow is received.
In addition, the Company uses other risk management
techniques, including insurances, to reduce the financial impact of any
uncontrollable or catastrophic losses.
Independent External Advice
In exercising their duties as Directors, the Board and
individual members of it can seek independent professional advice at the
Company's expense. Requests for the provisions of such advice are directed
to the Chairman.
Shareholder Information
The Board seeks to
inform shareholders of major issues affecting the Company by forwarding
comprehensive annual reports to shareholders and through the release of reports
to the Australian Stock Exchange and appropriate media. These detail the
Company's financial and operating performance respectively. At all times,
the Board ensures that Australian Stock Exchange continuous disclosure
requirements are met.
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