Based on the BDEE exercise carried out for financial year 2023, the NRC and Board opined that the Board and Board Committees have consistently performed well during the financial year, have discharged their duties and responsibilities satisfactorily and each of the Director possesses the required character, experience, integrity, competence and time to effectively discharge his or her respective roles; and the Independent Directors have continuously brought independent and objective judgement to the Board deliberations. Overall, the results of the BDEE in respect of the financial year under review demonstrated that the Board is working well given its organisational model and board structure and that the Directors have demonstrated a high level of commitment to their fiduciary duties and have consistently fulfilled their responsibilities as members Board Board Committees Individual AC members • Board composition, development and structure • Board leadership • Board governance oversight and processes • Sustainability governance • Board agenda, meetings and information • Board dynamics and culture • Board and management relationship • Board and stakeholder engagement • Composition and experience of members • Fulfilment of objectives in line with their respective TORs • Effectiveness and efficiency of decision-making process • Quality of information communicated to the Board • Effectiveness of the Board Committees’ Chairmen • Execution of responsibilities, financial literacy and the understanding of business/industry • Understanding of significant accounting policies, accounting estimates and financial reporting practices • Understanding of significant financial and non-financial risks • Internal control systems and risk management practices of the Board and relevant Board Committees. The Board will take the necessary actions in respect of areas that could be further strengthened. The Board assessed each of the Directors seeking re-election at the Fourteenth Annual General Meeting (AGM) and upon assessing the Directors’ performance, commitment, ability to discharge their fiduciary duties to the Company, fitness and propriety, the Board agreed that they are eligible to stand for re-election and supported their re-election as Directors of the Company. Please refer to the explanatory notes of the Notice of Fourteenth AGM for further details on this matter. Directors’ Training The Board acknowledges the importance of continuous education for the Directors and encourages all Directors to attend appropriate programmes, courses and seminars in order to stay abreast of the relevant business development and the outlook in the industry and to ensure that they are equipped with the necessary skills and knowledge to perform their duties and responsibilities as Directors. The Company also organises an onboarding programme and orientation for new Directors. The organisation of such programmes internally is facilitated by the Company Secretaries. The Directors attend trainings on a consistent basis to keep abreast of the latest trends and developments. A few facilities visits were arranged for the Directors during the financial year under review. Tomo Nagahiro, Lim Tsin-Lin and Mohd Shahazwan bin Mohd Harris, who were appointed as Directors of the Company during the financial year 2023, have attended the Mandatory Accreditation Programme (MAP). All the Directors (including Alternate Director) have also attended the MAP Part II – Leading for Impact (LIP). The assessment of the Board and Board Committees covered, among others, the following areas: Annual Report 2023 91
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