My contribution to a board
Most of my working life has gone into decisions whose consequences run for decades and whose counterparties include governments. I would bring that perspective to a board: a habit of asking who must agree before a strategy becomes real, and a practical sense of how state shareholders, state buyers and regulators think about long commitments. I would also bring skills that boards outside power increasingly need: putting a carbon price into capital decisions, reading and challenging climate scenario analysis of the kind SGX now expects listed issuers to publish, and understanding the energy supply on which a manufacturer's or a port's costs depend.
I would be most useful on a Risk Committee or a Sustainability Committee, and after a year as a member I would be ready to chair a Risk Committee. I would not claim the accounting expertise that an Audit Committee chair needs; I read accounts carefully, but my training is in engineering and economics. The Singapore Code of Corporate Governance expects boards to combine a strong independent element with a range of skills, and I would see my role as adding a particular one rather than duplicating the finance and legal depth most boards already have.
I would also bring experience of disagreeing with a controlling shareholder without damaging the relationship. Lintasari's anchor shareholder is state-linked, and several times I have recommended courses it first resisted. Those relationships held because each disagreement was explicit, written down and accompanied by an alternative the shareholder could accept.
Judgement in practice
01Keeping the severe scenario in our first climate disclosure
In 2023 Lintasari prepared its first climate scenario analysis for publication. Under a scenario consistent with limiting warming to 1.5 degrees, our model showed the Johor and East Java plants losing about US$180 million of value through earlier closure and higher carbon costs. Our investor relations team proposed publishing only the two milder scenarios, arguing that the severe one would be read as a forecast. I recommended keeping it, with a plain statement of what it was and was not. The Sustainability and Risk Committee agreed. Two institutional investors told us later that the severe case was why they trusted the rest of the report. As a director I would expect management to show the scenario it least wants to discuss, honestly labelled, rather than leave analysts to build it themselves.
02Testing a shareholder affiliate's proposal against an independent valuation
In 2023 an affiliate of Kelawari Holdings Berhad proposed a joint venture to build a data centre on 40 hectares of surplus land beside the Johor station, with Lintasari contributing the land at book value. The idea had merit, and the affiliate's link to our largest shareholder made it an interested person transaction under SGX's rules. I recommended an independent valuation and a test of the market before any terms were agreed. The valuation came in at 2.3 times book value, the affiliate withdrew, and the land is now reserved for the battery project. On another board I would insist on the same discipline: a transaction with a controlling shareholder's affiliate deserves at least the evidence of any other, and usually more patience.
03Leaving transition credits out of the retirement case
When the Johor retirement left a gap of about US$45 million, one adviser proposed filling it with forecast revenue from carbon credits generated by the early closure. The approach is being developed seriously in the region, but no transaction had yet set a price. I recommended that the board approve the retirement without counting any credits and treat them as possible upside. Two directors thought this too conservative; the board agreed with me. As a director I would apply the same test elsewhere: a decision that is acceptable only with an uncertain new source of revenue has not yet been justified.
My first year on a board
Because I have never sat on a listed company's board as an independent director, my first task would be the training SGX prescribes for directors without that experience, including its sustainability content, completed in the opening months rather than at the end of the period allowed. Alongside it I would build a map of the company's longest commitments: its largest contracts, its debt maturities, its capital plan and the assumptions beneath its climate disclosures. Those are where my questions are most likely to be useful, and I would rather learn them from the documents than from my own assumptions about the sector.
I would ask to see the operations that consume the most energy or carry the most physical risk, and to meet the external auditor and the head of internal audit. In committee I would ask more than I assert for the first few meetings, and keep a private log of each question I raised and what came of it, so that by the year's end I could judge whether my contributions had changed anything. Before the board's annual evaluation I would ask the chair plainly which of them had helped and which had been noise. I would not accept a committee chair during that first year.
Conflicts and their management
Three kinds of conflict matter in my case. The first is commercial. Lintasari sells power under contract in four countries and buys fuel, equipment and services across the region, so I would decline any board whose company competes with us for generation contracts, supplies us with coal, gas, panels, batteries or engineering, or buys power from us. That rules out most utilities and power developers in Southeast Asia, which is one reason I am looking outside the sector. The second concerns shareholders: I would not join a company in which Kelawari Holdings Berhad or its affiliates hold a significant stake, because I could not show the distance an independent director needs. The third is informational. I carry confidential knowledge of power procurement in Malaysia, Indonesia and Singapore, and I would step out of any discussion where that knowledge could give the company an advantage it should not have.
Before accepting a seat I would set out my Lintasari shareholding, my two nominee directorships and these exclusions in writing for the nominating committee, and seek my own board's consent. If a relationship arose during my term, I would tell the chair before the next meeting, leave the room for the item and, if it looked lasting, offer to stand down.
My independence statement
I am an executive of Lintasari Power Holdings Limited and hold its shares under its employee share plan. Any independent seat would have to be at a company with no material business with Lintasari, with its anchor shareholder Kelawari Holdings Berhad or with their affiliates, and with no family or financial tie of mine. I would set out every relationship in writing before an appointment is considered. Whether I meet the independence tests of the relevant listing rules and governance code for a given company is for its board and nominating committee to decide on those facts.
Committee contribution
Chair and member readiness| Capacity | Committees |
|---|
| Ready to chair | Risk Committee, after a year as a member |
|---|
| Ready to join | Risk Committee · Sustainability Committee · Investment or Strategy Committee, where the board has one |
|---|
Board and committee exposure
Presented to the Board or a committee
Lintasari Power Holdings Limited
Board of directors: transition plan, annual strategy review, acquisitions and the Johor retirement agreement
April 2021–present
Presents the group strategy and every major transition decision to the board; not a director of the company and holds no vote.
Presented to the Board or a committee
Lintasari Power Holdings Limited
Investment Committee of the board: development stage gates, acquisitions and capital allocation
Late 2018–present
Has presented at every meeting since late 2018, first as vice president for strategy and since 2021 as chief strategy officer; not a member.
Reported to a committee
Lintasari Power Holdings Limited
Sustainability and Risk Committee: climate scenarios, the shadow carbon price and transition risk
2022–present
Reports twice a year and prepared the scenario analysis behind the group's published climate disclosures from 2023.
Served as a director
Lintasari Johor Power Sdn Bhd
Board of the subsidiary that owns the Johor coal station
2021–present
Executive nominee of the parent; approves the subsidiary's accounts, the closure programme and the workforce commitments.
Served as a director
Selat Hijau Power Link Pte. Ltd.
Board of the export consortium's project company
2023–present
One of two Lintasari nominees on a six-member board; leaves the room for any item on supply from Lintasari's own businesses.
Capacity and preferences
- Time available
- 25 days per year
- Current directorships
- 2
- Sectors
- Water and waste utilities · Ports, terminals and maritime infrastructure · Cement, glass and chemicals makers facing carbon costs · Listed infrastructure trusts
- Company type
- A company listed on SGX or Bursa Malaysia with revenue of roughly S$500 million to S$5 billion, often with a state-linked or family shareholder, and no business relationship with Lintasari or Kelawari
- Company stage
- An established business facing a long-lived capital decision or a rising carbon cost, whose board wants independent challenge on energy and transition risk
The seat I am pursuing
I am looking for one independent, non-executive seat on the board of a company listed in Singapore or Malaysia, with revenue roughly between S$500 million and S$5 billion, whose strategy depends on energy but which does not generate or trade power. A water or waste utility, a port or terminal operator, a cement, glass or chemicals maker facing carbon pricing, or a listed infrastructure trust would all fit. Their boards face decisions I understand: long asset lives, regulated or contracted revenues, carbon costs that will rise, and governments as customers, regulators or shareholders.
I would like to join the Risk Committee and the Sustainability Committee and, after a year, to chair the Risk Committee if the board wishes. I would not take a second independent seat while I remain an executive. The Johor closure and East Java will need my attention, and a board deserves a director who reads its papers properly.
Governance learning and readiness
IICA Independent Directors’ Databank: Not yet registered
The IICA Independent Directors' Databank is maintained under Indian company law for directors of Indian companies. It has no application to the Singapore and Malaysian boards I am considering, so I have not registered and am recorded here as not yet registered. I would look at it only if an Indian company asked me to consider a seat.
- Every Lintasari Investment Committee meeting since late 2018 attended as a presenter, and every board meeting since 2021
- Preparation of the group's climate scenario analysis for the Sustainability and Risk Committee since 2022
- Executive nominee director on a subsidiary board since 2021 and a joint-venture board since 2023
- Study of the Singapore Code of Corporate Governance and the Malaysian Code on Corporate Governance with Lintasari's company secretary