During FY2022, the RC had reviewed the remuneration of the Directors taken into consideration the respective Director’s experience, level of responsibility, contribution and commitment to the Company, the performance of the Group, the compensation levels for comparable positions among other similar Malaysian public listed companies and market condition. Based on the result of its review, the RC made recommendation to the Board on the remuneration package for the Directors for financial year ending 31 December 2023. The Board concurred with the recommendation of the RC, and that shareholders’ approval be sought at the Fourteenth AGM on the payment of Directors’ fees and benefits up to an amount of RM480,000 to the Independent Directors for the period commencing from the date of the forthcoming Fourteenth AGM until the next AGM of the Company. The Group’s top five senior management are the five Executive Directors of the Company. Their respective remuneration is disclosed above. Board Evaluation and Performance The NC evaluates the effectiveness and performance of the Board as a whole, the Board Committees and the individual Directors on an annual basis. The process is internally facilitated and conducted through the following questionnaires covering a variety of assessment criteria:- (a) Independent Directors’ Self-Assessment Checklist; (b) Directors’ Self and Peer Evaluation Form; (c) Directors’ Declaration of Fit and Proper Assessment Form; and (d) Board and Board Committee Evaluation Form. The criteria on which assessment is made is developed, maintained and reviewed by the NC taking into consideration of the Corporate Governance Guide issued by Bursa Securities. The assessment criteria include the mix of skills, experience, competency, time commitment, character, integrity, independence, ability to constructively challenge and contribute to the development of strategy, diversity and other qualities required to meet the needs of the Group and to comply with the provisions of the MMLR. The NC, upon discussion of the results, will present the findings to the Board. Based on the evaluation conducted in FY2022, the NC found that the Board as a whole, the Board Committees and the individual Directors are effective and possess the criteria required to discharge their duties professionally and effectively, and uphold good governance standards in their conduct. The NC presented their findings to the Board, and the Board concurred with the findings of the NC. Directors’ Training All Directors of the Company have attended the Mandatory Accreditation Programme as required by the Bursa Securities. The Directors continue to update their knowledge and enhance their skills through appropriate continuing education programmes and life-long learning. This will enable Directors to effectively discharge duties and sustain active participation in the Board deliberations. The Board is notified of training programmes or workshops conducted by Bursa Securities for its consideration of participation and the Board receives updates of the MMLR from the Company Secretary from time to time. The external auditors also briefed the Directors on any changes to the Malaysian Financial Reporting Standards that would affect the Group’s financial statements during the financial year under review. All the current Directors after assessing their own training needs, had attended the following training/seminar/conference:- Director Training/Seminar/Conference Date Sim Tian Liang • Tax Considerations When Dealing with Creditors and Recent Tax Cases 9 August 2022 Chin Lian Hing • IR4.0 Steel and BIM Based Construction Cloud for Construction Industry • Tax Considerations When Dealing with Creditors and Recent Tax Cases 17 July 2022 9 August 2022 CORPORATE GOVERNANCE OVERVIEW STATEMENT Kimlun Corporation Berhad | Registration No. 200901023978 (867077-X) 45
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