AnAn claims ‘balance’ despite chairman acting as half of key management team without CEO

AN APPROPRIATE balance of power and accountability exists in the board of AnAn International to ensure independent decision-making.

This was the fuel oil trader’s response to the Singapore Exchange Securities Trading (SGX-ST) when asked how the chairman, Zang Jian Jun, is keeping his independence in the interim until a new chief executive officer is appointed.

The response came even though the executive chairman is currently also one of the only two key management personnel of the company.

The former CEO, Zhao Guang Ming, resigned in 2018 to focus on his personal career development. The company has been operating without a CEO since.

AnAn drew the fresh query from SGX-ST as it mentioned in its 2022 financial year’s annual report that the management will take a more direct involvement in the affairs of the company without a CEO at the helm.

It further stated that there are no other key management personnel in FY2022, save for Zang and chief financial officer (CFO) Shu Kwan Fong, who took on the role in 2022.

In its response to SGX-ST on Friday (Dec 22), AnAn said Zang is acting with the help of the CFO and the company secretary to ensure effective and comprehensive board discussions on matters brought to the board.

The matters include ensuring effective communication among stakeholders, the board and the management, and ensuring that adequate time is available for the discussion of all agenda items, particularly strategic issues.

“The board is of the view that there are sufficient safeguards and checks to ensure that the process of decision-making by (Zang) is independent, and there is no compromise in accountability,” the company said, stating two reasons.

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One, the company’s three independent directors actively participate in meetings and challenge the assumptions and proposals of the management unreservedly on pertinent issues affecting the affairs and business of the group. 

Two, all major decisions made by Zang are reviewed and approved by the board.

The board thus believes “there is an appropriate balance of power and accountability to ensure independent decision-making”, the company said.

Asked to explain how it determined that the appointment of a lead independent director was not deemed necessary, AnAn said the need did not arise as the company’s independent directors and the executive director “are available to shareholders”.

Nevertheless, the board will now consider appointing one so as to be in line with the corporate governance code, the company said.