Corporate Governance

NIEC believes that good corporate governance is critical to its performance and operations. A high standard of corporate governance is also crucial towards realising its vision of being the leading institute for early childhood educators - inspiring excellence in practice. Management has accordingly put in place a corporate governance structure with clear lines of reporting, responsibility and accountability, underpinned by effective internal controls and risk management systems.

 

Incorporated on 2 March 2018 as a not-for-profit company limited by guarantee (Reg. No. 201807452K) under the Companies Act (Cap. 50) of Singapore, NIEC is a subsidiary of the NTU and affiliated to NIE. The governance of NIEC is specified in its Constitution.

 

Governance Evaluation Checklist
As a corporate entity and registered charity, NIEC’s practices are closely aligned to the principles and guidelines in the Code of Governance for Charities. NIEC’s Governance Evaluation Checklist can be found at the Charity Portal website (www.charities.gov.sg).

 

Policies to manage conflict of interest
Members of the Board and staff are required in their respective capacities to act at all times in the best interest of NIEC. Policies and procedures have been put in place to address potential conflict-of-interest situations. Every Board Member shall observe the provisions of Section 156 under the Companies Act (Cap. 50) of Singapore relating to the disclosure of the interests of Directors in transactions or proposed transactions with NIEC or of any office held or property possessed by a Director which might create duties or interests in conflict with his duties or interests as a Director. Except as otherwise provided by NIEC’s Constitution, a Director shall not vote on (or be counted in the quorum in respect of) any resolution of the Board or of a committee of Directors concerning a matter in which he/she is, directly or indirectly interested. For the purposes of this regulation, in relation to an Alternate Director, an interest of his appointor shall be treated as an interest of the Alternate Director without prejudice to any interest which the Alternate Director has otherwise.

 

Board of Directors
There were changes to the NIEC Board of Directors in FY2021 with the stepping down of Ms Chan Yen San on 31 August 2021 to avoid any conflict of interests when her organisation was appointed as external auditor for our parent company, NTU and its subsidiary companies (including NIEC) and Mr Clarence Ti who relinquished his role as Principal and CEO of Ngee Ann Polytechnic on 31 October 2021. Their seats were replaced on 1 Jul 2021 by two new Board members Ms Fang Eu Lin, Partner, Risk Assurance, PwC Singapore and Mr Lim Kok Kiang who succeeded Mr Clarence Ti in Ngee Ann Polytechnic. In addition, A/P Sirene Lim, Vice Dean and Head of Early Childhood Education at Singapore University of Social Sciences joined the NIEC Board on 14 March 2022.

 

The NIEC Board now comprises 12 members (and 1 alternate member) appointed by the Minister for Education. Board Members include academics, educators and professionals from the public service and private sectors. Each member is appointed on the strength of his/her experience and ability to contribute to NIEC, and brings with him/her independent judgment on issues of strategy, performance, resource allocation, and risk and compliance, as well as valuable relationships and networks that are essential for the growth of NIEC. The NIEC Constitution expressly stipulates that Board Members shall not receive any remuneration for services rendered by them as members of the Board.

 

Board Meetings
In FY2021, three Board meetings were held. Besides providing strategic governance, the Board has oversight of NIEC’s key performance outcomes and risk management and is accountable to MOE for the outcomes and use of NIEC’s resources. In addition, the Board approves NIEC’s operating and budgetary plans as well as strategic HR and finance policies.

 

Board Evaluation Survey
In compliance with the requirement under the Government Evaluation Checklist in the Code of Governance for Charities, a Board evaluation survey was done in FY2021 to review the Board’s feedback on the current Board policies and practices in providing oversight of NIEC and also to determine if any of these policies and practices require improvements for better clarity and effectiveness. Based on the survey results, NIEC achieved high satisfaction ratings from Board members.

 

Board Committees
Since 1 March 2020, three Board Committees were set up to assist the Board. These are the Executive Committee (ExCo), Audit and Risk Committee (ARC), and Professional Advisory Committee (PAC).

 

Membership of the Committees is carefully selected, with responsibilities distributed among Board Members, to ensure the effectiveness of each committee’s focus and contribution. Where necessary, non-Board Members with expertise in their respective fields are co-opted to enhance the deliberations and decision-making process of the Board Committees. The responsibilities and authority of each Board Committee are set out in the written terms of reference which are approved by the Board. The Board Committees report their decisions to the Board regularly.

 

The roles of the Board Committees are briefly described below:

• The Executive Committee provides oversight and policy guidance on strategic resources such as budget, remuneration framework, succession planning, talent development and manpower planning of NIEC.
• The Audit and Risk Committee oversees NIEC’s internal controls, financial reporting and enterprise risk management.
• The Professional Advisory Committee assists the Board in guiding NIEC in EC industry trends, research directions, networking and benchmarking of best practices

 

The attendance of Board members at Board meetings as well as at Committee meetings held in FY2021 are shown in the tables below.

 

 

Note:
*Ms Zaiton Binte Mohd Ali was appointed as member, Audit & Risk Committee (ARC) from 14 March 2022, replacing Dr May See who stepped down as member, ARC on the same date.
**Ms Chan Yen San resigned from NIEC Board on 31 Aug 2021. Ms Chan also relinquished her position as Chairman of Audit & Risk Committee and member of Executive Committee (ExCo) of the Company from same date.
***Mr Clarence Ti resigned from NIEC Board on 31 Oct 2021. Mr Ti also relinquished his position as member of Audit & Risk Committee of the Company from same date.

 

 

 

*Resigned from NIEC Board on 31 Aug 2021.

 

 

 

*Co-opted to the PAC on 1 Mar 2020
**Co-opted to the PAC on 1 September 2021

 

 

 

*Resigned from NIEC Board on 31 Aug 2021 and relinquished position on the ARC from same date
**Resigned from NIEC Board on 31 Oct 2021 and relinquished position on the ARC from same date
***Stepped down from the ARC on 14 March 2022
****Appointed as ARC member from 14 March 2022
Ms Christine Kang Hwee and Ms Jenny Tan were co-opted to the ARC on 15 April 2022