Asia Media Annual Report 2018

19 | P a g e 9. CORPORATE GOVERNANCE STATEMENT Asia Media Group Berhad (“AMEDIA” or “the Company”) and its group of companies (“Asia Media Group” or “the Group”) operate within a governance framework that is formulated based on the recommendations of the Malaysian Code on Corporate Governance 2017 (“the Code”) issued by the Securities Commission of Malaysia. The current Board believes that maintaining a high level of corporate governance with the concepts of integrity, transparency, accountability and professionalism, is a fundamental part of its responsibilities in managing the business and affairs of the Group and discharging its responsibilities to the Shareholders. However, the current Board is unable to give assurance on the adequacy and effectiveness of the Corporate Governance framework of the Group as these are currently being assessed and reviewed. The current Board will endeavor to relook at the weaknesses in the governance framework of the Group and will work on strengthening the framework further to protect the interests of the shareholders and other stakeholders. The disclosure statement below sets out the manner which the Company has applied the principles of the Code and the extent of compliance with Best Practices advocated therein pursuant to the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) throughout the twelve months ended 31 December 2018 and were carried out under the stewardship of the previous Board and previous Management who were removed at the end of July 2019. 1.0 ESTABLISH CLEAR ROLES AND RESPONSIBILITIES 1.1 Clear functions of the Board and Management The Group recognizes the importance of having an effective and dynamic Board to lead and control the Group in enhancing long term shareholders’ value and protect the interests of other stakeholders. To that end, the Group endeavours to maintain a good mix of Board Members who have a wealth of experience, skills and expertise in areas relevant to steering the Group’s businesses to the next level. The Executive Director’s duties include the implementation of the Board’s decisions and policies, overseeing the operations and also coordinating business and strategic decisions. The Non-Executive Directors provide effective and independent judgement and constructive opinions to the deliberation and decision-making of the Board.