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The Board of Directors of Riverstone Holdings Limited (the "Board") recognises that sound corporate governance practices are important to the proper functioning of the Group and the enhancement of shareholders' value. The Board is pleased to confirm that the Group has adhered to the principles and guidelines as set out in the Code of Corporate Governance (the "2012 Code") issued by the Monetary Authority of Singapore for the financial year ended 31 December 2016 ("FY2016").

BOARD MATTERS

Principle 1: The Board's Conduct of Its Affairs

The Board currently comprises three executive directors and three non-executive directors. All of the non-executive directors are independent from management.

The primary function of the Board is to protect and enhance long-term value and return for its shareholders. Besides carrying out its statutory responsibilities, the roles of the Board are to:

The Board's approval is required for matters such as corporate restructuring, mergers and acquisitions, major investments and divestments, material acquisitions and disposals of assets, major corporate policies on key areas of operations, acceptances of bank facilities, annual budget, the release of the Group's quarterly and full year's results and interested person transaction of a material nature. The Board works closely with management. All directors objectively make decisions at all times as fiduciaries in the interests of the Company.

The Board conducts scheduled meetings on a quarterly basis to coincide with the announcement of the Group's quarterly results. The Articles of Association of the Company provide for directors to convene meetings by teleconferencing or videoconferencing. When a physical Board meeting is not possible, timely communication with members of the Board can be achieved through electronic means.

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