SHARE OPTIONS By the Company During the financial year, there were: (a) no options granted by the Company to any person to take up unissued shares of the Company; and (b) no shares issued by virtue of any exercise of options to take up unissued shares of the Company. As at the end of the financial year, there were no unissued shares of the Company under options. AUDIT & RISK COMMITTEE The Audit & Risk Committee comprises four non-executive members of the Board, all of whom are independent. The members of the Audit & Risk Committee at the date of this statement are: Lee Jee Cheng Philip (Chairman) Chong Yoon Chou Chan Swee Liang Carolina (Carol Fong) Tan Kian Seng The Audit & Risk Committee performs the functions of an audit & risk committee under its terms of reference including those specified in Section 201B of the Act, the Listing Manual of Singapore Exchange Securities Trading Limited (“Listing Manual”) and the Code of Corporate Governance 2018, as amended. In performing its functions, the Audit & Risk Committee met with the Company’s external and internal auditors to discuss the scope of their work, the results of their examination and their evaluation of the Group’s system of internal controls. The Audit & Risk Committee also reviewed, inter alia, the following: • assistance provided by the Company’s officers to the internal and external auditors; • half-year and annual consolidated financial statements of the Group prior to their submission to the Board of Directors of the Company for approval; and • interested person transactions (as defined in Chapter 9 of the Listing Manual). The Audit & Risk Committee has full access to management and is given the resources required for it to discharge its functions. It has full authority and the discretion to invite any director or executive officer or third party advisor to attend its meetings. The Audit & Risk Committee also recommends the appointment of the external auditors and reviews the nature and level of audit and non-audit fees. The Audit & Risk Committee further reviewed the independence of the auditors, KPMG LLP, as required under Section 206(1A) of the Act, and determined that the auditors were independent in carrying out their audit of the financial statements. Accordingly, they have recommended to the Board of Directors that the auditors, KPMG LLP, be nominated for re-appointment as auditors at the forthcoming Annual General Meeting of the Company. In appointing the auditors for the Company, its subsidiaries and significant associates and joint ventures, the Company has complied with Rules 712 and 715 of the Listing Manual. AUDITORS The auditors, KPMG LLP, have indicated their willingness to accept re-appointment. On behalf of the Board of Directors Kwek Leng Beng Executive Chairman Sherman Kwek Eik Tse Executive Director 22 March 2024 DIRECTORS’ STATEMENT DIRECTORS’ STATEMENT FINANCIALS FINANCIALS ANNUAL REPORT 2023 CITY DEVELOPMENTS LIMITED 117 116
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