STATEMENT ON CORPORATE GOVERNANCE iv. With regard to the succession planning of Board members, the NRC deliberated and recommended to the Board that En. Mohamed Firouz Asnan, be appointed as Non-Independent Non-Executive Director in place of En. Mohd. Farid Mohd. Adnan as nominee of PETRONAS on the Board. Focus was given to the Board’s mix of skills and experience where En. Mohamed Firouz Asnan replaced En. Mohd. Farid Mohd. Adnan as a Board member who has a technical and engineering background. v. With regard to Directors’ training and development, a review was undertaken on the training requirements of Directors. This is an annual exercise where the NRC would gauge the Directors’ training and development needs through their individual feedback. vi. The NRC reviewed its Terms of Reference where it decided among others to include ‘diversity’ as a new criteria for Board composition. A similar component was inserted in the Board KPIs. The NRC also deliberated the results of MISC 2015 Balanced Scorecard, the proposed MISC 2016 Balanced Scorecard and Board KPIs for 2016. Other matters deliberated by the NRC are the MISC salary increment and bonus policy as well as the renewal of employment contracts for senior management. DIRECTORS’ TRAINING AND DEVELOPMENT All Board members of the Company are encouraged to attend continuous education programmes in order to ensure they keep abreast with new developments in the business and economic environment, to enhance their skills, as well as ensuring that they possess the necessary knowledge to enable them to discharge their duties and responsibilities more effectively. In 2015, having reviewed the training and development requirements of Directors, the NRC agreed to cover both regulatory and business issues for the dedicated in-house annual training programme for all Company Directors and management personnel. This is in line with Recommendation 4.2 of the Code. In January 2016, the Company thus organised MISC Board of Directors’ Annual Training which covered the topics on Companies Bill 2015, Directors and Officers Liability Insurance, Outlook of Offshore Business, and Tankers & Gas Carriers - Trends and Technology Impacting the Future of Shipping. All Board members of the Company have attended the Mandatory Accreditation Programme (“MAP”) as required by the MMLR. En. Mohamed Firouz Asnan, who became a director of Bursa Securities’ listed company for the first time after being appointed on the Board of the Company on 1 October 2015, attended the MAP from 9 December 2015 to 10 December 2015. In compliance with Paragraph 15.08(2) of the MMLR, details of other training programmes attended by the Board members in 2015 are as follows:- Title Organiser • Annual External Environment Analysis and Sectorial Outlook for 2016 MISC • Integrated Financial Reporting Malaysian Institute of Accountants • BTA Series 3: Payment & Transactions Management Knowledge Group of Companies • Directors’ in House Training: - New Companies Bill; and - Boardroom War / Tussles PETRONAS Dagangan Berhad • Directors’ Training and Site Visit: Construction of Regasification Plant PETRONAS Gas Berhad • Nominating Committee Programme 2: Effective Board Evaluation Bursa Malaysia & ICLIF Leadership and Governance Centre REDISCOVER I REBUILD I SUSTAIN 108
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