MSM Malaysia Holdings Berhad Annual Report 2019

NOMINATION AND REMUNERATION COMMITTEE REPORT STATEMENT OF SUMMARY OF NRC’S ACTIVITIES DURING 2019 During the FY 2019, NRC performed a number of key activities summarised among others as below which were reviewed and recommended by NRC to the Board for approval: Nomination and Election Process 1) Appointment of Nominee Director of FGV Holdings Berhad (FGV) in MSM Malaysia Holdings Berhad (MSM) as Non-Independent Non-Executive Director 2) Appointment and Resignation of Nominee Director of Koperasi Permodalan Felda Malaysia Berhad (KPF) in MSM Malaysia Holdings Berhad as Non-Independent Non-Executive Director 3) Appointment of an Independent Facilitator for the 2018 Board Effectiveness Evaluation exercise 4) Re-election of Retiring Directors at the 2019 Annual General Meeting 5) Assessment on the Audit Committee pursuant to Paragraph 15.20 of MMLR of Bursa Malaysia 6) Redesignation of Executive Director and Acting Chief Executive Officer 7) Changes on the Board Committees’ Membership Composition 8) Annual Assessment of the Effectiveness of the Board, Board Committees and Individual Directors Including Assessment of the Independent Directors for year 2018 9) Resignation and Appointment of Chief Financial Officer 10) Appointment and Resignation of Directors of MSM Subsidiaries 11) Contract Renewal for the Group CEO of MSM Group of Companies Remuneration Matters 1) 2019 Increment for Top Management of MSM Group of Companies 2) Directors’ Remuneration for the FYE 31 December 2018 3) Bonus Payout for Employees of MSM Malaysia Holdings Berhad and its Subsidiaries 4) Separation Package for the Current Chief Financial Officer upon Expiry of Contract 5) Revised Remuneration Package for Top Management 6) Performance-based Payout for Staff of MSM Group of Companies for year 2019 7) Revised Remuneration package for the Chief Financial Officer Other matters 1) Report on NRC for Inclusion in MSM Malaysia Holdings Berhad 2018 Annual Report 2) Terms of Employment for Senior Management 3) Revision of MSM Board Nomination and Election Policy and Procedures 4) Schedule of Nomination and Remuneration Committee Meetings for year 2020 The Committee’s Performance On an annual basis, the Board shall evaluate the Committee’s performance and the extent to which the Committee has met the requirements of its TOR, including the term of office and performance of the Committee and each of its members. This performance assessment may constitute a part of the annual Board Effectiveness Assessment pertaining to the assessment of Board Committees. STATEMENT BYTHE BOARD This Report on Nomination and Remuneration Committee is made in accordance with a resolution of the Board of Directors duly passed on 17 April 2020. MSM Malaysia Holdings Berhad | Annual Report 2019 94