MISC Annual Report 2019

Overview of the NRC’s activities in respect of FY2019 Board Membership 1. Reviewed the mix of skills, diversity in terms of gender, ethnicity, age, education and business experience as well as other qualities, including core competencies of the Directors. 2. Recommended the Directors who are eligible for re-election and re-appointment at the AGM. Succession Planning 1. Reviewed the MISC Board and Board Committees Structure and endorsed the way forward on Directors’ Succession Plan, including the proposed drafting of a MISC Board Succession Planning Framework. 2. Received update on Succession Planning for MC positions and Critical Positions. 3. Obtained the Board’s endorsement to commence the search for candidates to increase the Board composition by appointing up to two new INEDs. 4. Endorsed the appointment of one new MC member and re-appointment of one MC member. Performance Management 1. Reviewed and endorsed the MISC Group FY2018 Balanced Scorecard Results. 2. Reviewed and endorsed the proposed Annual Salary Increment and Performance Bonus for Appraisal Year 2018. 3. Reviewed and endorsed the MISC Group FY2020 Balanced Scorecard. Board Performance Evaluation 1. Reviewed the results of the MISC Board and Board Committees Performance Evaluation for FY2018 based on the Board KPIs for FY2018. 2. Completed the FY2018 Board Effectiveness Evaluation facilitated by independent consultants, which included an assessment of individual Directors. 3. Reviewed and endorsed the Board KPIs for FY2020. Training and Development Reviewed and endorsed topics for the FY2019 Annual Directors’ Training. Annual Reporting Reviewed and endorsed the disclosures in the NRC Report in respect of FY2018 for inclusion in the 2018 Annual Report. DATUK NASARUDIN MD IDRIS Chairman Nomination and Remuneration Committee Nomination and Remuneration Committee Report MISC bans single-use plastic drinking bottle at internal events #whatyoudontknow 211 OUR GOVERNANCE ANNUAL REPORT 2019 210 MISC BERHAD PEOPLE. PASSION. POSSIBILITIES