MKH Annual Report 2019

047 M K H B e r h a d CORPORATE GOVERNANCE overview statement The Board of Directors (“Board”) of MKH Berhad recognise the importance of promoting good corporate governance to ensure long term sustainability, growth and delivering value. The Board is pleased to present the Corporate Governance Overview Statement (“CG Overview Statement”), which is made pursuant to Paragraph 15.25(1) of the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) to the shareholders on the manner MKH Berhad (“MKH” or “the Company”) and its subsidiaries (“the Group”) has applied the key Principles and Practices in accordance with the Malaysian Code on Corporate Governance 2017 (“the Code”) during the financial year ended 30 September 2019. This overview statement is to be read together with the Corporate Governance Report (“CG Report”), made pursuant to Paragraph 15.25(2) of the MMLR which articulates the application of the Company’s corporate governance practices as set out in the CG Report. The CG Report is available on the Company’s website at www.mkhberhad.com and Bursa Malaysia website. PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS I. BOARD RESPONSIBILITIES 1. Board Duties and Responsibilities The Board is primarily responsible for the Group’s overall strategic plans, business performance, overseeing the proper conduct of the Group’s business, risk management, succession planning, investor relations, shareholders’ communication, internal control, corporate governance practices and statutory matters. To ensure effective discharge of its responsibilities, the Board delegates specific powers to other Board Committees and the management as prescribed under the Code namely, Executive Committee, Audit Committee, Nomination Committee, Remuneration Committee, Risk Management Committee and Sustainability Committee to ensure appropriate checks and balances in discharging its oversight function. These committees operates under clearly defined terms of reference as approved by the Board to oversee and deliberate matters within their purviews. The Board Charter, which was last reviewed in December 2018, would be periodically reviewed by the Board as and when required. The Board Charter which outlines the duties and responsibilities of the Board and matters specifically reserved for collective decision of the Board, serves as a source of reference and primary induction literature for Directors in discharging their duties. The Board Charter is available for viewing at www.mkhberhad.com. 2. Chairman of the Board The Board is led by an experienced Executive Chairman, who is accountable for ensuring the integrity and effectiveness of the governance process of the Board. The Executive Chairman is primarily responsible for the orderly conduct of the Board meetings and ensure effectiveness of the Board as well as to ensure that all strategic and critical issues are discussed by the Board in a timely manner.