KENANGA INVESTMENT BANK BERHAD 114 INTEGRATED ANNUAL REPORT 2025 3. Board Culture a. The Boardroom environment encouraged and valued open, constructive debate and diversity views to reinforce mutual respect and trust. b. The Chairmen of the Board and Board Committees facilitated and encouraged open discussions where differing/ dissenting opinions were heard. The Board demonstrated empathy in facilitating the discussions on differing views as there was a high level of trust, respect and candour amongst the Board members. c. All Directors contributed positively to boardroom discussions, including bringing global perspective and innovative ideas to discussions. d. The Board demonstrated focus and commitment to achieving outcomes based on the Company’s vision, mission, strategy and key performance indicators despite obstacles. e. The Board made good and timely decisions that kept the Company moving forward. f. The Board held itself and others accountable to meet commitments and for the decisions made. g. The Board had been effectively agile and comfortable in providing leadership and decisionmaking in situations where the way forward was not clear or ambiguous. h. The Board promoted an effective working relationship with Management and supported Management’s execution of Board’s decisions by providing adequate authority, resources and reasonable targets. 4. Board Chair a. The Board Chair had effectively led the Board in the decision-making process by facilitating a consultative environment encouraging contribution from all Directors and managing boardroom conflict in a timely manner. b. The Board Chair proactively set the tone from the top, both in shaping the Board culture and in upholding the corporate values of the Company. 5. Board Composition a. The current Board size fit-for-purpose given the strategic direction of the Company. b. The current Board composition had the necessary experience and expertise required and was sufficiently diverse in contributing to robust Board discussions and effective decision-making. c. In view of the evolving and increasing regulatory scrutiny by the regulators, the Board composition could be strengthened by appointing a member with strong governance and regulatory compliance background. 6. Board Committee a. The Board Committees had been effective in assisting the Board to perform its roles and responsibilities. b. The Board Committees had effectively engaged issues and discharged its responsibilities based on its Terms of Reference. c. The current Board Committee composition contributed to robust discussions and enabled the Board Committees to carry out their duties effectively. d. The administration and processes of the Board Committees provided sufficient access to information and resources. e. The Board Committees met sufficiently to discuss and follow through key issues. f. The Chairmen of the Board Committees effectively led the Committees to ensure robust decision-making. 7. GMD a. The GMD had been effective in developing and executing the Company’s strategy and initiatives. b. The GMD displayed consistent leadership qualities and agility in managing business affairs of the Company while cultivating a high-performance culture from the top that reinforces ethical and professional behaviour. c. The GMD demonstrated transparency with the Board by maintaining a healthy and professional relationship that reinforces mutual respect and trust. CORPORATE GOVERNANCE OVERVIEW STATEMENT
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