Boardroom Diversity The Board acknowledges the importance of boardroom diversity and is supportive of the recommendation of MCCG 2021 to the establishment of boardroom and workforce gender diversity policy. The Board’s aim is to have a broad range of approaches, backgrounds, skills and experience represented on the Board and to make appointments on merit, and against objective criteria, with due regard given to the benefits of diversity on the Board, including gender, age and ethnicity. The Board recognises diversity in the boardroom as an essential component of a good corporate governance. Following the resignation of Puan Farah Nadia Binti Fazaruddin on 15 October 2024, there are currently no women directors on the Board. The Company will fill the vacancy with a female director within three months, in compliance with Paragraph 15.02(1)(b) of the Main Market Listing Requirements. In line with the country’s aspirational goal of achieving 30% female representation on boards, the Board may also consider appointing additional women in the future to enhance diversity of perspectives. The existing Directors’ age distribution falls within the respective age group and are as follows: The current diversity in the race/ethnicity and nationality of the existing Directors are as follows: Time Commitment and Directorship in Other Public Listed Companies All the Directors are required to devote sufficient time and efforts to carry out their responsibilities. Each Director is expected to commit time as and when required to discharge the relevant duties and responsibilities, besides attending meetings of the Board and Board Committees. Each Board member is expected to achieve at least fifty percent (50%) attendance of total Board Meetings in any applicable financial year with appropriate leave of absence be notified to the Chairman and/or Company Secretaries, where applicable. Under the Board Charter, the directorships in other public listed companies in Malaysia held by any Board member at any one time shall not exceed any number as may be prescribed by the relevant authorities. In addition, at the time of appointment, the Board shall obtain the Director’s commitment to devote sufficient time to carry out his responsibilities. Directors are required to notify the Chairman before accepting any new directorship(s). The notification would include an indication of time that will be spent on the new appointment(s). Any Director is, while holding office, at liberty to accept other Board appointment in other companies so long as the appointment is not in conflict with the Company’s business and does not affect the discharge of his/her duty as a Director of the Company. To ensure the Directors have the time to focus and fulfil their roles and responsibilities effectively, one (1) criterion as agreed by the Board is that they must not hold directorships at more than five (5) public listed companies as prescribed in Paragraph 15.06 of the Listing Requirements. Age Group 31-40 41-50 51-60 61 & above Number of Directors - - 1 3 Number of Directors Race/Ethnicity Nationality Malay Chinese Indian Others Malaysian Foreign 4 0 0 0 3 1 CORPORATE GOVERNANCE OVERVIEW STATEMENT GOVERNANCE 56 DESTINI BERHAD ANNUAL REPORT 2024
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