KENANGA INVESTMENT BANK BERHAD INTEGRATED ANNUAL REPORT 2024 WE ARE KENANGA OUR SUSTAINABILITY APPROACH LEADERSHIP STATEMENT HOW WE ARE GOVERNED FINANCIAL STATEMENTS SHAREHOLDERS’ INFORMATION ADDITIONAL INFORMATION OUR VALUE CREATION APPROACH 83 82 Board Reserved Matters The Board’s key activities during the Financial Year Ended 31 December 2024, included amongst others, reviewing, deliberating, recommending and approving where appropriate, key matters as outlined below. Strategy/ Financials • Budget and Business Plan for KIBB Group for the Financial Year Ending 31 December 2025 • Proposals on New Investments/ Business Collaborations/ New Business Initiatives/ New Joint Venture/ Corporate Exercises and Subsequent Updates • Monthly Management Accounts • Quarterly Financial Results • Waiver of Intercompany Balance for Dormant Companies • Audited Financial Statements for the Financial Year Ended 31 December 2023 and the Reports for the Directors and Auditors • Proposed Dividend for the Financial Year Ended 31 December 2023 • Representation Letter to Ernst & Young PLT (“EY”) in Relation to the Audit for the Financial Year Ended 31 December 2023 • Re-Appointment of External Auditors and Audit Fees for the Financial Year Ended 31 December 2024 • Report on Non-Budgeted Expenditure Exceeding RM250,000 • 2024 Equity Derivatives’ Business Plan and Proposed Market Risk Limits • Reports on Associate and Joint Venture Companies • Renewal of Solvency Statement in Relation to the Share Buy-Back Exercise • Provision of Financial Support and Contingency Funding for Subsidiaries • Update on Utilisation of Treasury Shares for Settlement of Employees’ Share Option Scheme (“ESOS”) • Annual Impairment Assessment of Goodwill and Intangibles for the Financial Year Ended 31 December 2024 • Share Buy-Back Statement in Relation to the Proposed Renewal of Authority for the Company to Purchase Its Own Shares of Up to 10% of the Total Number of Issued Shares of the Company • Appointment of EY as the External Consultant for the Development and Implementation of Climate Risk Scenario Analysis • Appointment of a Certification Body for the Purpose of Obtaining ISO 37001:2016 Anti-Bribery Management System Certification for KIBB • Proposed Increase in the Quantum of Share Buy-Back and Renewal of Solvency Statement in Relation to the Share Buy-Back Exercise CORPORATE GOVERNANCE OVERVIEW STATEMENT CORPORATE GOVERNANCE OVERVIEW STATEMENT Risk, Compliance and Oversight • Monthly Regulatory Reports and Compliance Reports • Regulatory Audit/ Examinations Reports • Monthly Risk Management Reports • Year-End Status of Annual Work Plan 2023 of Group Regulatory and Corporate Services • Statement on Risk Management and Internal Control (“SORMIC”) and Representation Letter to the External Auditors • Recovery Time Objectives (“RTO”) and Maximum Tolerable Downtime (“MTD”) for Critical Business Functions/ Systems 2024 • Business Continuity Plan and Disaster Recovery Plan Test Matrix 2024 • Interim Dividend for the Financial Year Ended 31 December 2023 • Update on Limit Down Issues • Revision to the Group Business Continuity Management Committee’s Term of Reference • Monthly Reports on Kenanga Investment Bank Berhad’s Anti-Money Laundering, Anti-Terrorism Financing and Proceeds of Unlawful Activities • Internal Capital Adequacy Assessment Process (“ICAAP”) 2023 (with BNM Semi-Annual Stress Testing Report 31 December 2023 embedded) • Asset and Liability Management Policy Update • Review of Financial Markets Product Framework (“FMPF”) and Linear Combination Product Programme (“LCPP”) • Operational Risk Capital Charge Assessment for Year 2023 • Pillar 3 Disclosure as at 31 December 2023 • Submission of Leveraged Collar as Live Example for LCPP to BNM • BNM’s Net Stable Funding Ratio (“NSFR”) Thematic Review and Follow-Up Status Update • Structured Financing Product Programme (“SFPP”) • 2024 Equity Derivatives Business Plan and Market Risk Limits Review • Submission of Protected Financing as Live Example for SFPP to BNM • Operational Risk Scenario Analysis Assessment 2024 • Revision to the Technology Risk Management Framework • BNM’s Semi-Annual Stress Testing Report for Position as at 30 June 2024 • Independent Price Verification for Imagine System • Revision to the Group Operational Risk Committee’s Terms of Reference • Underlying Suitability Assessment – Master Framework • RTO and MTD for Critical Business Functions and Systems 2025 • Revision to the Cyber Resilience Framework • ICAAP Trigger Event – Notification of Tier-1 Capital Ratio Deviation and Endorsement of the Proposed Action Plan • Rollover of the Skim Perbankan Islam Structured Placement with Kenanga Investors Berhad (“KIB”), a Wholly Owned Subsidiary of KIBB and Extension of KIB as the Designated Fund Manager to Manage This Fund via a Shariah Compliant Non-Discretionary Investment Management Mandate Governance • Appointment and Re-Appointments of Directors within KIBB Group • Holistic Review of the Compositions of the Boards and Board Committees of KIBB Group • Revision to the Terms of Reference of Board Committees • Reports by Board Committees on Matters Discussed at the Respective Board Committees’ Meetings • Retirement of Directors of KIBB and Its Subsidiaries at the Annual General Meetings of the Respective Entities • Assessment on the Fitness and Propriety and Nomination of Members of Shariah Committee of KIBB and Review of Their Remuneration • Directors’ Training Calendar for 2024 and Quarterly Status Report on KIBB Group Directors’ Training for 2023/ 2024 • Disclosures for 2023 Annual Report • Remuneration and Benefits for Directors of KIBB Group • Notification by Directors and Principal Officers in Relation to Dealings in the Securities of KIBB • Key Human Resource Matters - Review of the List of Management Key Responsible Persons (“KRPs”) of KIBB Group as of 1 January 2024 - 2023 Performance Appraisal and Annual Assessment on Fit and Proper for GMD, Group Chief Regulatory and Compliance Officer, Management KRPs, Head of Group Compliance and Group Company Secretary - Renewal of Group Staff Insurance Policies for 2025 - 2024 Balanced Scorecards for Management KRPs - 2023 Performance Bonus and 2024 Annual Salary Increment - Updates on Management KRPs’ Succession Plan - Re-Appointment of YM Tan Sri Dato’ Paduka Tengku Noor Zakiah Tengku Ismail as Adviser of KIBB - Identification and Updating of the List of Material Risk Takers and List of Other Material Risk Takers within KIBB Group - Review of Material Risk Takers and Other Material Risk Takers Compensation
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