DESTINI Annual Report 2020

PART II–CONDUCT OF GENERAL MEETINGS 12. Encourage Shareholders’ Participation at General Meeting The AGM is the principal forum for dialogue with the shareholders. As recommended by the MCCG, the notice of AGMwill be dispatched to shareholders at least twenty eight (28) days before the AGM, to allow shareholders to have additional time to go through the Annual Report and make the necessary attendance and voting arrangements. The Notice of AGM, which sets out the business to be transacted at the AGM, is also published in a major local newspaper. The Board will ensure that each itemof special business included in the notices of the AGM or extraordinary general meeting is accompanied by a full explanation of the effects of any proposed resolution. At the AGM, the Board will present to the shareholders with a comprehensive report on the progress and performanceof theGroup and the shareholders are encouraged to participate in the questions and answers session there at, which they will be given the opportunity to raise questions or seek more information during the AGM. Informal discussions will be conducted between the Directors, senior management staff, the shareholders and investors before and after the general meetings. Apart from contacts at general meetings, there is no other formal program or schedule of meetings with investors, shareholders, stakeholders and the public currently. However, the management has the option of calling for meetings with investors/analysts if it deems necessary. Thus far, the management is of the opinion that the existing arrangement is suffice. Attendance of Directors at General Meetings The tentative dates of the AGMwill be discussed and fixed by the Board in advance to ensure that each of the Directors is able to make necessary arrangement to attend the planned AGM. At the Sixteenth (16th) AGM of the Company held on 29 July 2020, all the Directors were attended in person and participated virtually at the 16th AGM to engage directly with shareholders, and be accountable for their stewardship of the Company. Poll Voting In line with Paragraph 8.29A of the Listing Requirements, the Company will ensure that any resolution set out in the notice of any general meeting, or in any notice of resolution which may properly be moved and is intended to be moved at any general meeting, is voted by poll. At the same time, the Company will appoint at least one (1) scrutineer to validate the votes cast at the general meeting. Effective Communication and Proactive Engagement The Group maintains its effective communication with shareholders by adopting timely, comprehensive, and continuing disclosures of information to its shareholders as well as the general investing public and adopts the best practices recommended by the MCCG with regards to strengthening engagement and communication with shareholders. To this end, the Group relies on the following channels for effective communication with the shareholders and stakeholders: i) I nterimfinancial reports to provide updates on theGroup’s operations and business developments on a quarterly basis; ii) A nnual audited financial statements and annual report to provide an overview of the Group’s state of governance, state of affairs, financial performance and cash flows for the relevant financial year; iii) C orporateannouncements toBursaSecuritiesonmaterial developments of the Group, as and when necessary and mandated by the Listing Requirements; and iv) Annual General Meetings. This Statement is made in accordance with the resolution of the Board dated 21 May 2021. STATEMENT ON DIRECTORS’ RESPONSIBILITY IN RESPECT OF THE AUDITED FINANCIAL STATEMENTS The Directors are responsible for the preparation of financial statements for each financial year to give a true and fair view of the state of affairs the Group and the Company at the end of the financial year and of the results and cash flows of the Group and the Company for the financial year. In preparing these financial statements, the Directors have observed the following criteria: i) O verseeing theoverall conduct of theCompany’s business and that of the Group; ii) I dentifying principal risks and ensuring that an appropriate system of internal control exists to manage these risks; iii) R eviewing the adequacy and integrity of Internal Controls System and Management Information System in the Company and within the Group; iv) A dopting suitable accounting policies and apply them consistently; v) M aking judgments and estimates that are reasonable and prudent; and vi) Ensuring compliance with application Approved Accounting Standards in Malaysia. Corporate Governance Overview Statement 68 ANNUAL REPORT 2020 DESTINI BERHAD