OTHER CORPORATE GOVERNANCE MATTERS CODE OF CONDUCT AND DISCIPLINE Employees of the Group are required to observe and maintain high standard of integrity, and to comply with the relevant laws, regulations including the Group’s policies. The Group’s employee handbook and internal policies set out the standards of ethical conduct such as work ethics and disciplinary procedures. DEALINGS IN SECURITIES The Company has adopted an internal compliance code which prohibits dealings in the securities of the Company by Directors and officers while in possession of price-sensitive information. The Company, Directors and officers should not deal in the Company’s securities on short term consideration and are prohibited from dealing in the securities of the Company during the period beginning two weeks prior to the announcement of financial results of each of the first three quarters of the financial year, and one month before the announcement of full year results, and ending on the date of such announcements (if the Company announce its quarterly financial statements, whether required by the SGX-ST or otherwise), or one month before the announcement of the Company’s half year financial statement and full year financial statements (if the Company does not announce its quarterly financial statements), and ending on the date of announcement of the relevant results. In addition, Directors and officers are expected to observe insider trading laws at all times even when dealing in securities Rule 1207(19)(a) and (C) Pursuant to Rule 704(2)(e) of the Listing Manual, the Company announced its quarterly financial reporting from the quarter of April 2025 to June 2025, being the third quarter (“3Q”) of the financial year ended 30 September 2025 (“FY2025”). This quarterly requirement will continue until such time the auditor issues a clean opinion on the financial statements of the Company and has not highlighted any material uncertainty on going concern. In this respect, Directors and employees have been reminded to refrain from dealing with the securities of the Company during the period beginning two weeks prior to the announcement of the 3Q FY2025 financial results, and beginning one month prior to the announcement of the full year financial results for FY2025. MATERIAL CONTRACTS Save as disclosed below, there were no material contracts entered into by the Company or its subsidiaries involving the interest of the Chairman, any Director, or controlling shareholder, which are either still subsisting at the end of FY2025 or if not then subsisting, entered into since the end of the previous financial year. Rule 1207(8) INTERESTED PERSON TRANSACTIONS The Company has set out procedures governing all interested person transactions to ensure that they are reported in a timely manner to the AC and that the transactions are carried out fairly on an arm’s length basis and on normal commercial terms, and will not be prejudicial to the interests of the Company and its shareholders. All interested person transactions are subject to review by the AC to ensure compliance. Rule 1207(17), 1207(18) and 907 During the year, the following interested person transactions were entered into with the following Director and controlling shareholder: Name of interested person Aggregate value of all interested person transactions conducted during the financial year (excluding transactions below $100,000 and transactions conducted under the shareholders’ mandate pursuant to Rule 920) Aggregate value of all interested person transactions conducted under shareholders’ mandate pursuant to Rule 920 (excluding transactions less than $100,000) S$’000 S$’000 Director and Substantial Shareholder Leo Ting Ping Ronald 308 Nil Controlling Shareholder LJHB Capital (S) Pte. Ltd. 520 Nil The Company does not have a general shareholders’ mandate for interested person transactions pursuant to Rule 920 of the SGX-ST Listing Manual. ANNUAL REPORT 2025 KEONG HONG HOLDINGS LIMITED 47 CORPORATE GOVERNANCE REPORT
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