Annual Report 2023

135 2023 Annual Report Transport International Holdings Limited Obligations of Directors Code of Conduct All Directors and staff of the Company are subject to a written Code of Conduct, which is available on the staff website. It provides guidance on matters relating to personal conduct, relations with suppliers and contractors, responsibilities to shareholders, relations with customers, employment practices and responsibilities to the community, as well as procedures for monitoring compliance and means of enforcement. The Code of Conduct promulgates ethical values in business activities which the Directors and employees are required to adhere to when discharging their delegated duties. The Code of Conduct is reviewed and updated periodically to be kept up to date with regulatory changes. The Company has a whistleblowing policy to encourage employees and related third parties (such as customers and suppliers) who deal with the Company to raise concerns in confidence about misconduct, malpractice or irregularity in any matters related to the Company. The whistleblowing policy is published on the Company’s website and staff website. Securities Transactions by Directors The Company adopts the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) set out in Appendix C3 to the Listing Rules as its own code of conduct to regulate Directors’ securities transactions in respect of the Company’s shares. Senior managers, other nominated managers and staff who, because of their positions in the Company, are likely to be in possession of Inside Information as defined in the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) are requested to comply with the provisions of the Model Code. After making specific enquiries, all Directors confirmed that they had complied with the standard of dealings set out in the Model Code throughout 2023. Details of the shareholding interests held by the Directors in the Company as of 31 December 2023 are set out on pages 171 to 172 of this Annual Report. Induction and Continuous Professional Development All Directors attended training programmes during the year to keep themselves abreast of the latest developments in the fields relevant to their respective expertise and professions. The Company Secretary is responsible for providing tailored induction programmes for new Directors and appropriate training programmes for the ongoing development of all Directors to ensure that they have a proper understanding of the Company’s business operations and practices and are fully aware of their responsibilities under the Listing Rules and other regulatory requirements. Information on the latest developments regarding the Listing Rules and other applicable governance matters is provided for the Directors as and when required. The Directors are provided with detailed monthly management reports, as well as monthly media reports, including press articles relevant to the Company’s businesses. On 19 October 2023, a seminar was run by KPMG to brief the Directors on The Future of Board Leadership and a presentation was given by Hong Kong Productivity Council on ESG Audit and Setting on Environmental Targets. The Directors are encouraged to participate in continuous professional development programmes organised by qualified institutions. The costs for such programmes are borne by the Company. Formal procedures are in place for reporting the training and continuous professional development received by the Directors. The training record of each Director is set out on page 141 of this Annual Report. Time Commitment of Directors For the year ended 31 December 2023, the Company has received confirmation from each Director that he/she committed sufficient time and attention to the Company’s affairs. The Board reviews their contribution annually.