AL-SALAM REIT ANNUAL REPORT 2018

AL-SALĀM REIT ANNUAL REPORT 2018 86 through their regular meetings and discussions would provide a strong check and balance and reasonable assurance on the adequacy of the Fund’s internal controls. Access to Information and Advice Prior to each Board meeting, the Board papers will be circulated to all Directors so that each Director has ample time to peruse and review them for further deliberation at the Board meeting. The Board papers includes among others, the following details: • Minutes of meeting of all Committees of the Board • Any matters arising from previous meetings • Business strategies and corporate proposals • Review of operational matters and inancial report of the Group • Progress report on risk management • Executive Committee and Audit Committee report The Board is fully aware of its duties and responsibilities with regards to the above and decisions and deliberation at the Board meetings are recorded and minuted by the Company Secretary. Company Secretary The Manager’s Joint Company Secretary and/or her assistants attend all Board meetings and, together with the Directors are responsible for the proper conduct of the meetings according to applicable rules and regulations. The Joint Company Secretary regularly updated the Board on new regulations and directives issued by regulatory authorities. 1.2 Board Composition Board composition inluences the ability of the board to fulil its oversight responsibilities. An efective board should include the right group of people with an appropriate mix of skills, knowledge, experience and independent elements that it the objectives and strategic goals. The right Board composition will ensure suicient diversity and independence to avert groupthink or blind spots in the decision-making processes. It also enables the Board to be better equipped to respond to challenges that may arise and deliver value. The composition of the Board of Directors is as follows: a) 1 Non-Independent Non-Executive Chairman b) 4 Non-Independent Non-Executive Directors c) 3 Independent Non-Executive Directors d) 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 30%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 as at 31 December 2018 of RM469.80 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 the current female directors’ composition in the Board of Al-Salām REIT stands at 22%. During the year ended 31 December 2018, the Board members convened ive meetings and all Directors have complied with the minimum 50% attendance as required by Para 15.05 of the Listing Requirements. The members of the Board and their attendances at Board meetings in 2018 are set out below: