AL-SALAM REIT ANNUAL REPORT 2017
AL-SALĀM REIT ANNUAL REPORT 2017 87 3.2 Composition and Board Balance The composition of the Board of Directors is as follows: 1) 1 Non-Independent Non-Executive Chairman 2) 4 Non-Independent Non-Executive Directors 3) 3 Independent Non-Executive Directors 4) 1 Non-Independent Executive Director Practice 4.1 of the MCCG 2017 states that at least half of the board comprises independent directors. At present, the Board comprises 33% of independent directors and therefore yet to be in line with Practice 4.1. The Board believes that the interests of Unitholders would be better served by a Chairman and a team of Board members who act collectively in the best overall interests of Unitholders. As the Chairman is representing JCorp which ultimately has substantial interest in the Fund, he is well placed to act on behalf of Unitholders and in their best interests. Practice 4.5 of the MCCG 2017 also states that for Large Companies (companies on the FTSE Bursa Malaysia Top 100 Index or companies with market capitalisation of RM2 billion and above), the Board must have at least 30% female directors. Based on the current market capitalisation position of RM580 million, Al-Salām REIT is not deemed to fall under Large Companies. However, the Board is moving towards to be in line with the Practice 4.5 on gender diversity whereby on 5 October 2017 Dato’ Dr. Rahah Ismail was appointed as an Independent Non-Executive Director. With the appointment of Dato’ Dr. Rahah Ismail, female directors’ composition in the Board stands at 22%. 3.3 Appointments Theappointment of anewDirector is amatter for considerationanddecisionby the full Boarduponappropriate recommendation from the Nomination and Remuneration Committee. New Directors are expected to have such expertise so as to qualify them to make a positive contribution to the Board performance of its duties and to give sufficient time and attention to the affairs of Al-Salām REIT. The Company Secretary has the responsibility of ensuring that relevant procedures relating to the appointments of new Directors are properly executed. 3.4 Directors’ Training In addition to the Mandatory Accreditation Programme (“MAP”) as required by Bursa Malaysia Securities Berhad (“Bursa Securities”), Board members are also encouraged to attend seminars and training programmes organised by the relevant regulatory authorities and professional bodies to broaden their knowledge and to keep abreast with the relevant changes in laws, regulations and the business environment. The Board will assess the training needs of the Directors.
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