Governance

GOVERNANCE

Driving operational excellence with integrity, accountability, and sustainability

Material Topic

GOVERNANCE

Governance

CORPORATE GOVERNANCE

Enhancing our governance framework through the development of robust codes and policies to reinforce accountability within our operations and across our supply chain.

United Nations Global
Compact Signatory

Reinforced our dedication
to sustainability and social
responsibility by signing the
United Nations Global Compact

Increased Board Diversity

Added two Independent
Non-executive Directors,
one of whom was female,
increasing our Board’s gender
diversity to 21% female and
57% Non-executive Directors

Global Supply Chain ESG Compliance Monitoring Platform

Implemented a global supply chain ESG compliance monitoring platform used to efficiently gather, analyze, and manage sustainability data from our suppliers

United Nations Global
Compact Signatory

Reinforced our dedication
to sustainability and social
responsibility by signing the
United Nations Global Compact

Increased Board Diversity

Added two Independent
Non-executive Directors,
one of whom was female,
increasing our Board’s gender
diversity to 21% female and
57% Non-executive Directors

Global Supply Chain ESG Compliance Monitoring Platform

Implemented a global supply chain ESG compliance monitoring platform used to efficiently gather, analyze, and manage sustainability data from our suppliers

Number of Suppliers by Geographical Region

Spotlight

Professionally Diversified Board Of Directors

The Board of Directors at TTI consists of a blend of educational and professional backgrounds strategically built to ensure a comprehensive and diverse collective set of skills. Our board structure reflects a wide array of disciplines, best serving the needs of the business.

This strategy ensures that TTI’s leadership is well-equipped to navigate the complex challenges of the business landscape. Together, the board members offer a wealth of knowledge in areas such as finance, legal, technology, product-development, sustainability, banking, consulting, and metals creating a dynamic and well-rounded team.

As of the date of this report, our Board consists of six Group Executive Directors and eight Independent Non-executive Directors. Among the 14 members, two Independent Non-executive Directors were added to the Board recently, including one female appointee. This brings our representation of females on the Board up to 21%, from 15% in the prior year. Additionally, we have increased the representation of Independent Non-executive Directors to 57% up from 46% in the prior year.

When nominating new board members, we prioritize reviewing qualifications and expertise to best serve the needs of the business. To ensure the Board’s effectiveness and continually enhance its diversity, the Nomination Committee carefully evaluates each candidate’s expertise, skills, and experience. Based on this assessment, the committee recommends appointments for Board approval, achieving an optimal balance of talent and perspectives.

Additionally, our Board includes several members with industry sustainability experience, two of whom serve on the Remuneration Committee. This integration promotes the involvement of ESG leadership in our remuneration process, aligning our commitments to sustainability with our executive compensation practices.

Roles and Responsibilities
The Board is collectively responsible for leading, supervising and developing strategies for the Group’s affairs within an effective corporate governance framework to support the long term success of the Company. The Board also ensures ongoing effective communication with shareholders and engagement with key stakeholders. The principal responsibilities of the Board include, but are not limited to, the following:

  • Consider matters covering appointment of Directors, senior management and external auditors, major acquisitions and disposals, as well as other significant operational matters.
  • Review and monitor risks and changes in local and international business communities in order to enhance stakeholders’ value.
  • Oversee and evaluate the Company’s financial performance and operations through determination of the annual budget and continuous review of performance results.
  • Develop, review and monitor the policies and practices on corporate governance of the Company.
  • Review and develop overall mid-term and long-term strategies, objectives and directions of the Company.

The Board continuously monitors the delegation of responsibilities to Board Committees and senior management of the Group, ensuring specific functions, clear instructions, and matters reserved for the Board’s decision and consideration are well-defined. The Board also regularly reviews the formal written procedures adopted by the Company for governing the delegation and management of responsibilities.

Directors’ Continuous Professional Development
The Company provides regular updates, training, and written materials to all Directors on relevant laws, rules, and regulations to ensure they remain informed about current trends in the commercial and regulatory environment in which the Company operates. To support the Directors in maintaining informed and relevant contributions to the Board, they are encouraged to participate in professional development programs such as seminars, webcasts, and relevant reading materials, particularly regarding compliance requirements, to develop and refresh their knowledge and skills.

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57%
Independent Non-executive Directors on the Board
Two
New Independent
Non-executive Directors
21%
Female Board representation
According to the records of training provided by each Director to the Company, the training received by the Directors in 2024 is summarized in the following table:
Type of Continuous Professional Development Programme
Updates on business operations, laws, rules and regulations or corporate governance matters Updates on directors’ roles, functions and duties Updates on accounting, financial or other professional skills
Group Executive Directors
Mr Horst Julius Pudwill check check
Mr Stephan Horst Pudwill check check
Mr Steven Philip Richman check check
Mr Kin Wah Chan check check check
Mr Chi Chung Chan check check check
Mr Camille Jojo check check check
Independent Non-executive Directors
Mr Peter David Sullivan check check
Mr Johannes-Gerhard Hesse check check check
Mr Robert Hinman Getz check check check
Ms Virginia Davis Wilmerding check check check
Ms Caroline Christina Kracht check check check
Mr Andrew Philip Roberts check check check
Ms Karen Ka Fai Ng check check check
Mr Stephen Tsi Chuen Wong check check
6 EDs
+
8 INEDs
3 Female
+
11 Male
7 INEDs
<
9 Years
100%
INED
75%
INED
100%
INED
Board Composition Board Committees
Designation Gender Length of Service (Years) Audit Nomination Remuneration
Mr Horst Julius Pudwill ED Male 38 C
Mr Stephan Horst Pudwill ED Male 18
Mr Steven Philip Richman ED Male < 1
Mr Kin Wah Chan ED Male 34
Mr Chi Chung Chan ED Male 33
Mr Camille Jojo ED Male 9
Mr Peter David Sullivan INED Male 17 C M
Mr Johannes-Gerhard Hesse INED Male 8 M M
Mr Robert Hinman Getz INED Male 5 M M C
Ms Virginia Davis Wilmerding INED Female 3 M M
Ms Caroline Christina Kracht INED Female 2 M
Mr Andrew Philip Roberts INED Male 1 M
Ms Karen Ka Fai Ng INED Female < 1
Mr Stephen Tsi Chuen Wong INED Male < 1
ED: Group Executive Director
INED: Independent Non-executive Director
C: Chairman
M: Member

Board Composition Matrix

Executive Directors
Skills / Experience Mr Horst Julius Pudwill Mr Stephan Horst Pudwill Mr Steven Philip Richman Mr Kin Wah Chan Mr Chi Chung Chan Mr Camille Jojo
C-suite equivalent experience
Global operations experience
Manufacturing experience
Risk management and compliance
M&A and corporate strategy
Finance experience
Accounting experience
Technology/Engineering
Marketing and branding
Human Capital
Government, legal and regulatory
ESG/Sustainability
Independent Non-executive Directors
Skills / Experience Mr Peter David Sullivan Mr Johannes-Gerhard Hesse Mr Robert Hinman Getz Ms Virginia Davis Wilmerding Ms Caroline Christina Kracht Mr Andrew Philip Roberts Ms Karen Ka Fai Ng Mr Stephen Tsi Chuen Wong
C-suite equivalent experience
Global operations experience
Manufacturing experience
Risk management and compliance
M&A and corporate strategy
Finance experience
Accounting experience
Technology/Engineering
Marketing and branding
Human Capital
Government, legal and regulatory
ESG/Sustainability
Material Topic
BUSINESS CONDUCT
Business Conduct
Ensuring stakeholder trust through accountability, transparency, and risk mitigation by managing operational processes and engaging in global stakeholder partnerships.
decent-work-and-economic-growth
industry-innovation-and-infrastructure
responsible-consumption-and-production
peace-justic-and-strong-institutions
partnerships-for-goal
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Business Conduct