SWIRE PROPERTIES ANNUAL REPORT 2023 OTHER LISTED COMPANY DIRECTORSHIP S 2 Number of Companies 1 0 0 2 4 6 8 10 Number of Directors Through the Company Secretary, Directors are able to Board decisions are made by vote at Board meetings and obtain appropriate professional training and advice. supplemented by the circulation of written resolutions Each Director ensures that he/she can give sufficient between Board meetings. time and attention to the affairs of the Group. All Minutes of Board meetings are taken by the Company Directors disclose to the Board on their first appointment Secretary and, together with any supporting papers, are their interests as a Director or otherwise in other made available to all Directors. The minutes record the companies or organisations and such declarations of matters considered by the Board, the decisions reached, interests are updated regularly. No Director was a and any concerns raised or dissenting views expressed by director of more than two other listed companies Directors. Draft and final versions of the minutes are sent to (excluding the Company) at 31st December 2023. all Directors for their comment and records respectively. Details of Directors’ other appointments are shown in Board meetings are structured so as to encourage open their biographies in the section of this annual report discussion, frank debate and active participation by headed Directors and Officers. Directors in meetings. Board Processes Directors meet at least once annually to discuss the Company’s strategy, including investment and All committees of the Board follow the same processes divestment plans and other strategic initiatives. The as the full Board. strategy session also serves as a platform for raising The dates of the 2023 Board meetings were determined new initiatives and ideas. in 2022 and any amendments to this schedule were The executive management provides the Board with such notified to Directors at least 14 days before regular information and explanations as are necessary to enable meetings. Appropriate arrangements are in place to Directors to make an informed assessment of the financial allow Directors to include items in the agenda for regular and other information put before the Board. Queries raised Board meetings. by Directors are answered fully and promptly. Agendas and accompanying Board papers are circulated When necessary, the Independent Non-Executive Directors with sufficient time to allow the Directors to prepare meet privately to discuss matters which are their specific before meetings. responsibility. The Chairman takes the lead to ensure that the Board The Chairman meets at least annually with the acts in the best interests of the Company, that there is Independent Non-Executive Directors without the effective communication with the shareholders and that presence of other Directors. their views are communicated to the Board as a whole. 95
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