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 a Board member 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”) held four meetings since the date of the last Directors’ report and 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 Ren Ci’s system of internal controls. The AC also reviewed the finance and business office policies and financial statements of Ren Ci.

Ren Ci engaged internal auditor Baker Tilly Consultancy (Singapore) Pte. Ltd. to review and ensure continued validation on the adequacy of Ren Ci’s internal controls, and to ensure that recommendations to improve the efficiency and effectiveness of these internal controls are implemented.

During the year, the Ministry of Health (“MOH”) appointed its auditors to conduct audits of selected funded community care organisations with Ren Ci being reviewed on the following areas:
 
•    Grant Management
•    Corporate Governance
 
Overall, the control environment was assessed to be adequate, with Ren Ci having attained the highest rating in governance effectiveness index for the corporate governance audit.

 

Building Committee

The Building Committee (“BC”) reviewed and provided guidance in several aspects with regard to the design concept and main contractor tender for the Ren Ci Community Hospital Wards Additions & Alternation Works. With the guidance provided, the design of spaces was improved to be more efficient and patient centric, making the wards a more conducive environment for rehabilitation and recovery. Considerations were made for future proofing with potential for bed capacity expansion if required. Compliance with authorities’ regulations was also highlighted, and the project team took extra steps to ensure all compliance would be obtained before commencement of works.

 
Community Engagement Committee

The Community Engagement Committee (“CEC”) oversees fundraising, volunteer management and corporate communication functions. CEC provided oversight of the various fundraising initiatives, development of volunteers and reviewed key corporate collaterals such as the annual report, as well as ensured the existing policies in the areas of fundraising, volunteer development and corporate communications remain relevant. CEC also participated in dialogue sessions and events to better engage our various stakeholders.

 
Governance & Risk Committee

At its yearly meeting, the Governance & Risk Committee (“GRC”) provided guidance on the review of the Ren Ci 2024 Risk Register, Ren Ci’s Documentation Policy and Ren Ci’s Personal Data Protection Policy, to ensure that they remain relevant to support strong governance.

During the year, GRC endorsed the Governance Statement and the online Governance Evaluation Checklist (GEC) submitted to the Charity Portal for which all areas in the checklist were met. GRC Chair also guided Ren Ci’s review when the 2023 Code of Governance for Charities and Institutions of a Public Character was released by the Charity Council. Ren Ci remains in full compliance with the revised Code of Governance.

Ren Ci was shortlisted as a finalist for the Charity Governance Awards and was awarded the Charity Transparency Award, recognising the importance the Board and GRC places on transparency and maintaining accountability to Ren Ci’s stakeholders.

In an MOH Corporate Governance Audit, Ren Ci attained the highest rating in governance effectiveness index, a further testament to Ren Ci’s strong governance framework. The Committee remains committed to guiding Ren Ci towards governance excellence.

 
Human Resource Committee

The Human Resource Committee (“HRC”) supported a series of human resource policy reviews and initiatives consistent with the best practices in the sector.

This year, HRC endorsed the Management’s proposal for remuneration adjustments and bonus payout. HRC provided guidance to the review of the new salary structure and to benchmark against the MOH Community Care Sector’s published guidelines in order for Ren Ci to remain as a competitive and attractive employer of choice.

In line with the Government’s continuous efforts to implement pro-employee well-being policies, HRC endorsed a set of updated Marriage & Family Leave policies and Medical Benefits, including two days of sick leave without medical certificate. HRC also supported the enhancement of the Workplace Harassment policy based on the recommendations from the Tripartite Workgroup Report on Prevention of Abuse and Harassment of Healthcare Workers.

In addition, HRC supported the revision of our Learning and Development policy to provide clarity on staff training. HRC provided guidance to the establishment of a framework to manage the quality of training courses by the Ren Ci Learning Academy. The OneHR human resource management system was implemented successfully marking a significant milestone in Ren Ci’s productivity journey and enhanced employee experiences at work.

 
Investment Committee

During the year, the Investment Committee (“IC”) met quarterly to review the performance of the fund managers against the macro-economic conditions. Fund managers had to explain their investment approaches, their performances and their forecast of performance to IC. This process allows for a comprehensive analysis of investment performance and ensures the portfolios are managed in line with the overall investment objectives and guidelines of Ren Ci as set by the Board.

IC continues to provide guidance and feedback on matters relating to investments and investment policies to the Board.

 
Medical Advisory Committee

The Medical Advisory Committee (“MAC”) reviewed and provided guidance on the improvement of services and continuing collaboration with healthcare partners to support the Nation’s Healthier SG strategy. Areas include reviewing palliative care support services, collaboration between Woodlands Health and Ren Ci @ Woodlands Nursing Home as part of an integrated campus, as well as healthcare technology such as Exo-skeleton for rehabilitation.

 
Nominating Committee

As part of good governance and in alignment with the Charity Transparency Framework, the Nominating Committee (“NC”) complies with the Board renewal and Performance Evaluation policy which includes:
 
•    Nomination and renewal of Board every 2 years,
•    Board skills matrix as part of succession planning,
•    Timely orientation and induction of new Board members, and
•    Annual Board Self-Assessment exercise to gauge the effectiveness of the Board’s performance. The assessment results were discussed at the subsequent Board meeting to identify areas of improvement.

The Board and Sub-Committees renewal exercise for the term 1 July 2023 to 30 June 2025 was conducted. The key changes were follows:
 
•    4 Board members retired
•    6 new Board members were recruited 
•    New Chairpersons for Audit and Medical Advisory Committees were appointed
•    New Vice Chair for Governance & Risk Committee was appointed

 
Working Committees

From time to time, the Board establishes Working Committees to provide further guidance and oversight in specific areas. There are currently four Working Committees, the IT Steering Committee (“ITSC”), Tender Committee (“TC”), Facility Medifund Committee (“FMC”), and Ren Ci Assistance Scheme Committee (“RCAS”).

The ITSC guides the development of IT strategy and architecture to improve security, productivity and cost optimisation. The TC guides and endorses RFP recommendations for scopes of work that are not covered by other Board sub-committees, including guidance on procurement matters. The ITSC and TC met three and four times respectively during the year to discuss key projects such as Nursing Homes Clinical Systems Implementation and the procurement of organisation-wide services.

The FMC oversees the Government Medifund and Medifund Silver Assistance schemes for Ren Ci beneficiaries and met twice last year. The RCAS meets annually to consider and grant support to beneficiaries who require additional assistance on top of existing subsidy schemes.

 

 

Ren Ci submitted a declaration of its extent of compliance with the Code of Governance for Charities and IPCs (2017) (“the Code”) via the charity portal in July 2023.

The GRC is pleased to report that the organisation and Board have complied with the guidelines of the Code. The level of compliance by the organisation 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 Ren Ci, must ensure that the deliberations and decisions made, including transactions, are in the interest of the organisation.

All Members shall promptly and fully disclose, in accordance with the procedures laid down by the organisation, 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, Ren Ci has in place a Code of Business Conduct that is applicable to all Members. The code requires Members to observe high standards of professional, personal ethics and integrity. It sets out guiding principles and desired behaviours that Members are expected to abide by in situations, such as when representing Ren Ci, using Ren Ci’s resources or communicating with external parties on behalf of Ren Ci. Violation of the code may result in disciplinary action such as termination of employment or appointment or even civil legal action.

 

Ren Ci also has in place, a Whistleblowing policy since 2008. To develop a culture of accountability and transparency, this policy addresses the organisation’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. Ren Ci aims to establish:
 
•    Reliable and safe channels for Ren Ci’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 to achieve strong governance.
 
The policy encourages the whistleblowers to identify themselves but allows for anonymous complaints. It makes available the contact of the AC Chairperson and the Board Chairman by the following channels:
 
•    Audit Committee Chairperson’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 Committee or Board>
c/o Ren Ci Hospital
71 Irrawaddy Road
Singapore 329562

The AC 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.

In 2023, one case of whistleblowing was made known to Management and AC Chairperson and Board Chairman were duly informed. An internal Board of Inquiry was formed and the follow up recommendations were made to AC Chairperson and Board Chairman for endorsement. The case is closed.

 

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

The current year’s reserves of $191 million is estimated to be adequate to fund about 2.1 years of annual operating expenses, basing on operating expenses in the financial year ended 31 March 2024.

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

Part of the reserves is placed with financial institutions and is managed in accordance with the organisation’s 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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