89 Governance DAGANG NeXCHANGE BERHAD Integrated Report 2024 CORPORATE GOVERNANCE OVERVIEW STATEMENT 3.4 ESOS Committee The ESOS Committee was established to implement and administer the ESOS in accordance with the provisions of the ESOS by-laws. The ESOS Committee shall comprise such persons duly appointed and authorised by the Board from time to time. The ESOS Committee consists of three (3) members. The current members of the ESOS Committee are as follows: Name Chairman Datuk Johar bin Che Mat Senior Independent Non-Executive Director Member Tan Sri Dato’ Sri Haji Syed Zainal Abidin bin Syed Mohamed Tahir Non-Independent Non-Executive Chairman[1] Azhar bin Othman[2] Group Chief Corporate Officer Mohd Isa bin Ismail[3] Executive Director Notes: [1] Redesignated from Executive Chairman to Non-Independent NonExecutive Chairman of the Company, effective 1 January 2025. [2] Resigned from the Company’s ESOS Committee, effective 6 January 2025. [3] Appointed as a member of the ESOS Committee, effective 6 January 2025 The ESOS Committee meets as needed. However, no meetings were held during the FYE 31 December 2024. 3.5 WBC The WBC was established to enable employees and any other parties to report suspected and/or known misconduct, wrongdoing, corruption and instances of fraud, waste, and/or abuse involving the resources of DNeX Group. The WBC comprises three (3) members, all Independent Non-Executive Directors. Currently, the members of the WBC are as follows: Name Chairperson Haslinda bt Hussein[1] Independent Non-Executive Director Member Datuk Johar bin Che Mat Senior Independent Non-Executive Director Zalina binti Shaher [2] Independent Non-Executive Director Chairperson Tun Noor Shahya bt Tun Abdul Razak[3] Independent Non-Executive Director Member Tan Sri Acryl Sani bin Hj. Abdullah Sani[4] Independent Non-Executive Director and Deputy Chairman Muhammad Radhi bin Azizan[5] Independent Non-Executive Director Note: [1] Appointed as Chairperson of the WBC with effect from 1 July 2024. [2] Appointed as a member of the WBC with effect from 25 October 2024. [3] Resigned as a member of the WBC with effect from 1 July 2024. [4] Resigned as a member of the WBC with effect from 30 September 2024. [5] Resigned as a member of the WBC with effect from 18 March 2024. The WBC convenes only as necessary, and no meetings occurred during the FYE 31 December 2024.
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