22 EXCEL FORCE MSC BERHAD The Board of Directors’ ("Board") affirms its overall responsibility in ensuring that the highest standard of Corporate Governance is practiced throughout the Group with the objective of protecting and enhancing shareholders' value, and the financial position of the Group. The Board recognises the importance of good corporate governance and strives to adopt the principles and recommendations of corporate governance throughout the Group in the manner prescribed by the Malaysian Code on Corporate Governance ("MCCG") and Bursa Malaysia Securities Berhad ("Bursa Securities")'s Main Market Listing Requirements ("MMLR"). PRINCIPLE A- BOARD LEADERSHIP AND EFFECTIVENESS I. Board Responsibilities 1.0 The Company is headed by a Board, which assumes responsibility for the Company's leadership and is collectively responsible for meeting the objectives and goals of the Company. 1.1 The Company is led and guided by an effective Board. All Board members participate in the key issues involving the Group and give independent judgment in the interest of the Group. The Managing Director has primary responsibilities for managing the Group's day-to-day operations and together with the NonExecutive Directors to ensure that the strategies proposed by the management are fully discussed and critically examined, taking into account the long-term interests of the various stakeholders including shareholders, employees, customers, suppliers and various communities in which the Group conducts its business. The Board is assured of a balanced and independent view at all Board deliberations largely due to the presence of its Non-Executive Directors who are independent from the Management. The Independent Directors are also free from any business or other relationships that could materially interfere with the exercise of their independent judgment. The Board is constituted of individuals who are committed to business integrity and professionalism in all its activities. In addition to the role and function of Non-Executive Directors as stated above, each Director exercises independent judgement on decision making and issues of strategy, performance, resources and standard of conduct. Effective board leadership and oversight also require the integration of sustainability considerations in corporate strategy, governance and decision-making, as sustainability and its underlying environmental, social as well as governance (ESG) issues become increasinglymaterial to the ability of companies to create durable and sustainable value and maintain confidence of their stakeholders. In this regard, Board shall take a holistic viewof the business coupledwith proactive and effectivemeasures to anticipate and address material ESG risks and opportunities. The Board has assumed the following to ensure the effectiveness of the Board and to discharge its duties and responsibilities:- • togetherwith seniormanagement, promote good corporate governance culture within the company which reinforces ethical, prudent and professional behaviour; • review, challenge and decide on management’s proposals for the company, and monitor its implementation by management; • ensure that the strategic plan of the company supports long-term value creation and includes strategies on economic, environmental and social considerations underpinning sustainability; • supervise and assess management performance to determine whether the business is being properly managed; • ensure there is a sound framework for internal controls and risk management; • understand the principal risks of the company’s business and recognise that business decisions involve the taking of appropriate risks; • set the risk appetite within which the board expects management to operate and ensure that there is an appropriate risk management framework to identify, analyse, evaluate, manage and monitor significant financial and non-financial risks; Corporate Governance Overview Statement
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