SHAREHOLDERS’ INFORMATION 369 OUR SUSTAINABILITY APPROACH HOW WE ARE GOVERNED FINANCIAL STATEMENTS ADDITIONAL INFORMATION 7. Benefits Payable to the NEDs a. The benefits payable to the NEDs comprise the allowances and other emoluments payable to the Chairman and members of the Board of the Company and its subsidiaries, as well as the Board Committees. b. The current Directors’ remuneration framework of the Company is as set out below. Benefits Description Chairman Board Members Benefits (applicable to the Company only) Leave Passage, Driver, Car, Medical Benefits and Other Claimable Benefits Medical Benefits Meeting Allowance Type of Meeting Chairman (per meeting) NED/ Member (per meeting) Board Meeting RM2,000 RM2,000 General Meeting RM2,000 RM2,000 Board Committee Meeting RM2,000 RM2,000 c. Payment of the benefits to the NEDs of the Company and its subsidiaries is made on a monthly basis and/ or when incurred if the proposed Ordinary Resolution 5 is passed at the 50th AGM. The Board is of the view that it is just and equitable for the NEDs to be paid the Directors’ Remuneration (excluding Directors’ fees) on a monthly basis and/ or as and when incurred, particularly after discharging their responsibilities and rendering their services to the Company and its subsidiaries throughout the Current Period. 8. Ordinary Resolution 6 - Re-Appointment of Auditors The AC, at its meeting held on 24 January 2024, had undertaken an annual assessment of the performance and independence of the External Auditors, Ernst & Young PLT in accordance with Section 67(1) of the Financial Services Act 2013 and Section 76(1) of the Islamic Financial Services Act 2013. Based on its assessment, the AC had recommended to the Board for approval, the re-appointment of Ernst & Young PLT as the Company’s External Auditors, given that Ernst & Young PLT had fulfilled all the qualifications set out in Bank Negara Malaysia’s Policy Document on External Auditor in terms of its performance and independence. The assessment conducted had taken into consideration the following factors: a. Level of knowledge, capabilities, experience and quality of previous work; b. Level of engagement with the AC/ Board; c. Ability to provide constructive observations, implications and recommendations in areas which require improvements; d. Appropriateness of audit approach and the effectiveness of audit planning; e. Ability to perform the audit work within the agreed duration given; f. Non-audit services rendered by the External Auditors to KIBB Group did not impede independence; and g. Ability of the External Auditors to demonstrate unbiased stance when interpreting the standards/ policies adopted by the Company. The Board had also noted that the AC when assessing the proposal on Ernst & Young PLT’s re-appointment, had also taken into consideration the 2023 Transparency Report tabled by Ernst & Young PLT, outlining the audit firm’s legal and governance structures, measures to uphold audit quality and manage risks, as well as measurements of audit quality indicators. In terms of its independence, Ernst & Young PLT had confirmed that it was independent of KIBB Group and KIBB in accordance with the By-Laws (on Professional Ethics, Conduct and Practice) of the Malaysian Institute of Accountants and the International Code of Ethics for Professional Accountants (including International Independence Standards). NOTICE OF FIFTIETH (50TH) ANNUAL GENERAL MEETING
RkJQdWJsaXNoZXIy NDgzMzc=