Reflections of an Independent Director
Interview of Tan Lye Huat by Mak Yuen Teen
In the late 1990s when I started my work in corporate governance in Singapore, Tan Lye Huat was among the first directors I got to know who was deeply interested in the topic. Some directors I met thought that interest in corporate governance would quickly wane. One well-known Chairman asked me why I had set up a corporate governance centre at NUS since we had already issued a Code of Corporate Governance and had already “done” corporate governance. This is the kind of mindset regarding corporate governance that Lye Huat often had to deal with in some of the boards he had served on as an independent director.
Lye Huat is one of the very few independent directors I know who has never wavered from the commitment to good corporate governance and to consistently doing the right thing.
When Lye Huat retired as an independent director for the last time in 2023, I suggested that I should interview him. I felt many current and aspiring independent directors can benefit from his more than two decades of experience as an independent director, and his views would also be relevant to other stakeholders, such as regulators.
This interview shows the great lengths that Lye Huat went through to ensure good corporate governance and to protect the interests of the companies he was a director of, and the interests of the minority shareholders in those companies. In some of these companies, independent directors sided with major shareholders and regulators did not give him support when he was trying to discharge his duties. It demonstrates how difficult it is to be a good independent director in Singapore.
Over the years, Lye Huat would occasionally contact me as a sounding board and I found him to have an admirable attitude towards continuous learning. I am proud to have him as a good friend. He is not one of the “star” directors you find on some boards but he is certainly one of the best in my view when it comes to integrity, competence and commitment.
I would like to thank Lye Huat for his very frank sharing of views. This interview is also my tribute to him for being such a good role model for independent directors.
Professor Mak Yuen Teen
Disclaimer
The Centre for Investor Protection, NUS Business School, National University of Singapore and the author(s) do not provide any warranties or make representations as to the accuracy, completeness, suitability or fitness for purpose of the Materials and accept no responsibility for any acts or omissions made in reliance of the Materials. These Materials are not intended, in part or full, to constitute legal or professional advice.