Corporate Governance

Ren Ci (“the Organisation”) recognises the importance of having a well-defined corporate governance system and processes, and is fully committed to upholding high standards of transparency and accountability within the Organisation to our stakeholders.

The Board has established Sub-Committees, each chaired by its Board members to assist in the execution of its responsibilities. The eight Sub-Committees are:
 
•    Audit Committee
•    Building Committee
•    Community Engagement Committee
•    Governance & Risk Committee
•    Human Resource Committee
•    Investment Committee
•    Medical Advisory Committee
•    Nominating Committee
 
The activities of each of the Sub-Committees during the financial year are as follows:
 
Audit Committee

The Audit Committee (“AC”) has carried out the functions of an audit committee as specified in the terms of reference, approved by the Board of Directors. In carrying out its functions, the AC reviewed the overall scope of both the external and internal audits and met with the auditors to discuss the results of their examinations and their evaluation of the Hospital’s system of internal controls. The AC also reviewed the financial statements of the Hospital.

During the last financial year, the Hospital has established a control self-assessment (“CSA”) framework, which is an initiative by the Hospital to strengthen internal control processes, create a stronger awareness of risk practices and establish a clearer line of accountability for controls. 

The ongoing CSA process reviews were delayed during the financial year as the AC noted in March 2020 that the hospital had to channel its resources to handle the COVID-19 pandemic. In September 2020, the hospital continued the outstanding CSA process reviews according to staggered revised timelines. In February 2021, the internal auditor Ernst & Young Advisory Pte Ltd (“EY”) developed, completed and validated the Inventory Management process review. The results of the CSA validation were discussed and shared with the AC.

Over the course of the last two financial years, the Hospital has developed and completed the CSA questionnaires on five out of seven key processes, and EY has validated all the questionnaires under the completed key processes. 

In addition, during the financial year, EY performed an audit on the hospital’s network security. The results of the review were shared and discussed with the AC. 

The AC, and together with IT Steering Committee and Board, ensured that the network security findings were progressively resolved from a monitoring perspective with regular updates from IT Department on the progress of the implementation of the recommended action plans.

 
Building Committee
 
The Building Committee reviewed and endorsed the contract for the provision of electricity supply from the Open Electricity Market for Ren Ci Hospital. The Committee provided guidance on the approach for carrying out the Cyclical Maintenance Works in Ren Ci Community Hospital (RCCH). The Committee also provided guidance for handling the M&E maintenance issues in RCCH building
 
Community Engagement Committee
 
The Community Engagement Committee carried out oversight of the various fundraising initiatives and management and development of volunteers.  The Committee also reviewed key corporate collaterals such as the annual report. During the pandemic year, the Committee endorsed the cancellation of physical fundraising activities and supported the move to virtual fundraising as well as virtual volunteering activities.
 
Governance & Risk Committee

The Governance & Risk Committee reviewed the policies on [Documentation] and [Board Renewal and Performance Evaluation] to ensure that they remain relevant to support a strong governance and enhance the operating performance and efficiencies of the organisation.

The Committee also provided guidance over the development of a new policy on [Data Classification and Management] for enhancing the efforts in safeguarding of data, as well as endorsed the Governance Statement and the online governance evaluation submitted to the Charity Portal for which all areas in the checklist were met.

In 2019, the Charity Council refined the Charity Transparency Framework to enhance its relevance and alignment to the Code of Governance issued in 2017. Therefore, Charity Transparency Award took a hiatus in 2020 and 2021 and will resume in 2022. In the meantime, the Committee reviewed the changes to the Framework and endorsed the implementation approach.
 
Human Resource Committee

The Human Resource Committee reviewed human resources policies and processes, and aligned some of the best practices from the sector. The Committee reviewed and endorsed the remuneration adjustments and bonus pay out on annual basis.  To further enhance talent attraction and retention, the Committee reviewed and endorsed Management’s proposal for benchmarking of salary structure initiatives and market adjustments for all family groups.

As part of leadership development, the committee endorsed Management’s update on the Succession Planning and Development for critical positions in the organisation.

 
Investment Committee

During the year, the Investment Committee, which was appointed by the Board, has provided guidance and feedback on matters relating to investments and investment policies for the Hospital.

The Investment Committee also evaluated the appointed fund managers’ strategies and assessed their performances on a quarterly basis to ensure the investment portfolios meet the overall investment objectives and guidelines of the Hospital.

 
Medical Advisory Committee
 
The Medical Advisory Committee reviewed patient care-related incidents and complaints with particular emphasis on recommendations for prevention and improvement. Besides review of the clinical quality indicators, the Committee provided valuable insights on the improvement of clinical practices and services as well as encouraged continuing collaboration with healthcare partners. Collaborative research projects with healthcare partners like TTSH were also reviewed to ensure safety and compliance to ethical standards.
 
Nominating Committee

As part of good governance and to voluntarily comply with the recommendations of the Charity Transparency Framework, the Nominating Committee complies with the Board renewal and Performance Evaluation policy which included the:

•    Nomination and renewal of board every 2 years,

•    Board skills matrix as part of succession planning, 

•    Orientation and induction within 2 months for new Board members, and

•    Annual Board Self-Assessment exercise to gauge the effectiveness of the Board’s performance. The results were discussed at the subsequent Board meeting to identify areas of improvement.

The Hospital carried out an online governance evaluation on the extent of its compliance with the essential guidelines in the Code of Governance for Charities and IPCs (“the Code”) via the charity portal in Nov 2020.

The Governance& RiskCommittee is pleased to report that the Hospital and Board have complied with the guidelines of the Code.

The level of compliance by the Hospital can be viewed at www.charities.gov.sg

The board also conducts annual self-evaluation to assess its performance and effectiveness.

Since 2008, the Board has put in place a policy where all members of the Board, Sub Committees, staff or volunteers (collectively the “Members”), when acting on behalf of the Hospital, must ensure that the deliberations and decisions made are in the interest of the Hospital, and the interest of the Hospital is protected when entering into a transaction, contract or arrangement.

All members shall promptly and fully disclose, in accordance with the procedures laid down by the Hospital, all interests (actual or potential) which could conflict with their duties and shall not in any way be involved in the transaction, or influence the outcome of the transaction.

Since 2012, the Hospital has in place a Code of Business Conduct (“Code”) that is applicable to the directors of the Board, members of the Sub-Committees, employees and volunteers (collectively the “Members”). The code requires Members to observe high standards of professional and personal ethics and which covers standards in integrity, impartiality, discretion, duty of loyalty, courtesy & respect, diversity, accountability, confidentiality, use of the Hospital’s resources and electronic media, intellectual property rights, communication with external parties and media, contractual relations, acceptance of gifts & tips, health & safety, use of illegal drugs, engaging in political activities, conflict of interest, conduct outside work hours, secondary employment and business practices. Violation of the code will subject Members to disciplinary action such as termination or criminal prosecution.

The Hospital also has in place, a Whistleblowing policy since 2008. To develop a culture of accountability and transparency, this policy addresses the Hospital’s commitment to ethical behaviour where employees and external parties such as volunteers and contractors are encouraged to report concerns of misconducts without fear of reprisal or unfair treatment. The Hospital aims to establish:

•    Reliable and safe channels for RCH’s internal and external stakeholders to report concerns or suspected concerns,

•    Structure to ensure fair investigations of reports, and

•    Arrangements to support learnings and continuous improvements of internal controls to achieve strong governance.

 

The policy encourages the whistleblowers to identify themselves but allows for anonymous complaints. It makes available the contact of the Audit Committee Chairman and the Board Chairman by the following channels:

•    Audit Chairman’s email at whistleblow@renci.org.sg

•    Board Chairman’s email at boardchair@renci.org.sg

•    Sealed report in an envelope marked ‘Private & Confidential’ and mail to:

Chairman, Audit or Board Committee

c/o Ren Ci Hospital

71 Irrawaddy Road

Singapore 329562

The Audit Committee has the authority and responsibility to commission and review investigations and their findings of the complaints, with the full co-operation of management and use of other resources, where necessary.

The reserves of the Hospital provide financial stability and serve to meet future increases in healthcare operating expenses. 

The current year’s reserves of $168m is estimated to be adequate to fund about 2.5 years of annual operating expenses, basing on operating expenses in the financial year ended 31 Mar 2021.

The Board of Directors reviews the level of reserves regularly for the Hospital’s continuing obligations.

Part of our reserves is placed with financial institutions and is managed in accordance with our investment policy which is approved by the Board. This helps to preserve the purchasing power of the funds while ensuring sufficient liquidity for operational contingencies.

 

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