Company’s Governance Policy Principles

Nags Overseas Consultants Ltd. (hereinafter referred to as ‘Nags’ and/or ‘company’) is committed to the principles of good governance so as to ensure that the company is ‘fit for its purpose’ – as a company providing admission, consulting and other professional services to the student community. These principles emphasize academic freedom and autonomy, performance in terms of added value to student education and academic advancement, public accountability and social responsibility, transparency, ethics and professionalism. These principles are to be upheld through the following provisos:

Academic freedom and autonomy:

Nags will uphold and defend students’ academic freedom and institutional autonomy so as to ensure that its education and academic pursuits are not subject to undue intervention.

Performance, ethics and professionalism:

The company will strive for exemplary performance with the highest possible standards of professionalism and ethics and seek to provide high quality services at a reasonable and affordable cost.

Transparency and public accountability:

The Management and officers of the company will conduct their activities in a transparent manner, subject to legal restrictions and the need to protect the overall interests of Nags.

Training and Development:

The company will provide comprehensive training for its franchisees, staff and associates in performing their duties and services to the best of their ability and in accordance with the company’s policies, procedures and rules. To this end, the company has a separate training division under the supervision and control of a Senior Manager.

Intellectual Property:

Nags strongly advocates the rights of Intellectual property of all the universities, colleges and other institutions that we represent and work with – be it their confidential information, patents, registered designs, trade marks, circuit layout rights and any other form of property owned represented and specified for use by the respective organizations. Nags will ensure that due approval would be obtained before any of the properties are used in any form whatsoever and that the respective trademarks/properties are duly acknowledged while doing so. When there is a claim on such property, Nags will review and honor the claim by taking necessary, corrective measures to bestow and establish suitable rights to the property owners.

Conflict of Interest:

Nags recognizes that when working with organizations offering similar and competitive programs and services, there may be a conflict of interest in promoting only some of such institutions. Nags will firmly ensure that students would be placed only in colleges or universities that are most compatible with their profiles and are appropriate to their academic, financial and other specific requirements. In matters of company’s choice, Nags and all its staff members will ensure that only the best interests of students and their parents are considered and not that of anyone else. In the process, Nags will ensure that there would be no conflict of interest between students and institutions and different institutions under all circumstances.

Social responsibility:

The company will strive to fulfill its social responsibilities. As such, Nags will, as far as is reasonable and possible, facilitate the participation of its staff and students in community development activities and public services.

STRUCTURES AND PROCESSES

Nags is committed to the mission of achieving professional excellence on a global scale. The emphasis is to provide holistic services so as to equip students with all-round information on countries, universities and programs, thus making them totally knowledgeable about their purpose and plans of studying abroad. Towards this end, Nags recognizes the importance of establishing and implementing an effective framework of governance and management in directing and monitoring its operation and financial performance. The company has put in place the following governance structures and processes:

Management Committee:

The Management Committee of Nags is composed of the MD, CMD and National Head – Franchising who are the members appointed in accordance with our company’s policy. The Management will do its best to govern the company by ensuring effective management of all resources, including its officers, staff, branches, franchisees and other members. All the management committee members are expected to provide support and advice to the company so as to ensure its well-being and sustainable development. Management committee members will diligently and faithfully discharge their duties in the best interests of the student community, the universities and colleges represented by the company and all the employees and associates.

Management:

The company adopts an executive-led management system in which executives will assume full responsibility and accountability for their respective portfolios and will be given corresponding authority for the purpose of discharging their responsibilities. Company executives and managers are expected to exercise their authorities in an equitable, fair and compassionate manner, and to make decisions after adequate consultation in a collegial spirit through various formal and informal processes which cover diverse perspectives to facilitate executives in reaching balanced and informed decisions.

Internal Control and External Reporting:

The company management will ensure high-level performance and cost-effectiveness in all aspects of Nags’s professional and service operations through appropriate delegation of responsibility and authority as well as the deployment of check-and-balance mechanisms. It will also maintain an effective internal control system to appropriately monitor the exercise of executive authorities, safeguard the company’s assets and ensure their appropriate use or disposition, maintain proper accounts and records, and comply with relevant legal and regulatory requirements as well as to ensure appropriate risk management. The company will circulate an annual report and audited financial statements after the end of each financial year. To provide an objective and independent review of the financial reporting of the company and to ensure transparency and accountability in the use of financial resources, an external auditor is appointed by the company to conduct an annual audit of its financial statements.

Human Resource Management:

The Company is a caring employer for all its employees, offering equal opportunity to qualified and suitable persons. It will provide a favorable and facilitating environment and opportunities for employees’ career advancement. The company will endeavor to provide competitive compensation and benefits to its employees so as to attract and retain quality employees to provide high quality overseas education services. The Management Committee will determine the employment policy and terms of employment of the company’s employees while the CEO, under delegated authority of the Management Committee, will determine the terms of employment of individual employees in accordance with established regulations and procedures. Management will establish and implement an effective system and mechanism to handle staff grievances and appeals in a fair and reasonable manner.