50 GROUP OVERVIEW OPERATION AND FINANCIAL REVIEW SUSTAINABILITY & GOVERNANCE FINANCIALS OTHER INFORMATION Indofood Agri Resources Ltd Corporate Governance SHAREHOLDER RIGHTS AND ENGAGEMENT PRINCIPLE 11: Shareholder Rights and Conduct of General Meetings PRINCIPLE 12: Engagement with Shareholders The Company is fully committed to treat all shareholders fairly and equitably. All shareholders enjoy specific rights under the Company’s Constitution, relevant laws and regulations. Additionally, the Company ensures that all material information is disclosed on a comprehensive, accurate and timely basis via SGXNet, and where appropriate, through mainstream news media via press releases. Such information is also posted on the Company’s Investor Relations (“IR”) website at https://investor.indofoodagri.com/, and disseminated by email to subscribers who sign up on the website for news alerts. The IR website is a key source of investor related information, including presentation slides on financial results, annual and sustainability reports, shares and dividend information and factsheets. The Company recognises that the release of timely, regular and relevant information regarding the Group’s performance, progress and prospects aids shareholders in their investment decisions. The Company regularly communicates important corporate developments and announcements, such as mergers and acquisitions, to analysts and shareholders through meetings and conference calls. The Management also engages the investing community either individually or as a group in dialogues, roadshows and investment forums to facilitate their understanding of the Company’s business model and strategies. The Company is committed to communicating regularly with its shareholders. It also conducts meetings and conference calls to engage with analysts and shareholders, and to share its business strategies, operational and financial results and business outlook with them. These engagements were attended by Board and Management representatives. Dividend Policy The Company is committed to rewarding shareholders fairly and sustainably. The Board aims to maintain a balance between meeting the shareholders’ expectation for dividend returns and capital management. While it does not have a formal dividend policy, the frequency and amount of dividends, if any, will depend on the Group’s financial performance, liquidity and cash flow generation, projected capital requirements for business growth, business prospects, economic outlook and other factors deemed appropriate by the Board, in ensuring that the Company’s best interests are served. For the financial year ended 31 December 2023, the Board has proposed a first and final dividend of 0.8 Singapore cents per ordinary share, subject to shareholders’ approval at the forthcoming AGM. Conduct of the Annual General Meetings The shareholders are encouraged to actively participate at the AGM. Notice of the AGM and related information are provided to the shareholders within the prescribed timeline under the SGX-ST Listing Manual. The Company provides separate resolutions for every item in the AGM agenda, and where necessary, additional explanatory notes for each agenda item. In 2023, the AGM was conducted using virtual meeting technology, which enabled shareholders to actively participate in the proceedings and pose questions in real-time via remote electronic voting and communication. This was provided at no-cost to shareholders. The Company’s forthcoming AGM will be held in person. During the AGM, the CEO will present the Company’s performance and strategies, and the Board members and Management will be present to address queries from the shareholders. The external auditor will also attend the AGM to take questions on the audit report. All shareholders are entitled to attend and vote at the AGM either in person or through a proxy. Each shareholder may appoint up to two proxies by submitting the proxy forms to the Company in advance. Intermediaries, such as banks and capital markets services licence holders providing custodial services, may appoint more than two proxies. This allows indirect investors, such as CPF investors, to attend the AGM as proxies. While Provision 11.4 of the 2018 Code enables a company’s constitution to allow for absentia voting at general meetings of shareholders, the Company’s constitution currently does not include provisions for voting in absentia (such as voting via mail, email or fax). This is due to concerns related to the authentication of shareholder identity and other security and integrity issues. As such, the Company has decided not to implement voting in absentia for the time being.
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