CORPORATE GOVERNANCE OVERVIEW STATEMENT The Board of Directors (“the Board”) of Matrix Concepts Holdings Berhad (“Matrix” or “the Group”) remains committed to uphold and enhance corporate governance within the organisation. The Board views the practice of good corporate governance as integral to business and operational sustainability and stakeholder value creation in the short, medium and long-term perspectives. This Corporate Governance Overview Statement (“CG Overview Statement”) provides an overview of how the Group has continued to refine and enhance its practice of corporate governance based on the following principles: • Board leadership and effectiveness; • Effective audit and risk management; and • Integrity in corporate reporting and meaningful relationship with stakeholders. Additional corporate governance information is provided in the Group’s standalone Corporate Governance Report (“CG Report”) which is available for download at: www.mchb.com.my. The CG report is also available on the website of Bursa Malaysia Securities Berhad (“Bursa Malaysia”) as it is disclosed to the Exchange together with the Integrated Annual Report 2023. The CG Report provides specific disclosure on how Matrix has applied the individual corporate governance practices outlined in the Malaysian Code on Corporate Governance (“MCCG”) 2021. PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS BOARD RESPONSIBILITIES As the highest governance and decision-making body of the Group, Matrix’s Board of Directors are responsible for providing leadership and broad strategic direction. The Board is also responsible for setting the tone from top for the implementation and practice of good governance across the organisation and the development of an organisational culture where transparency, accountability, good ethics and principles remain the norm for the Group. The Board is of the view that good corporate governance is essential towards the realisation of business strategies and objectives and in improving its performance based on a triple bottom line perspective of economic, environmental and social material topics. The creation of financial and non-financial values is inherently linked to the practice of good corporate governance across Matrix. The Board is guided by the Company’s Constitution and its Board Charter as well as the supporting Board Committees’ Terms of Reference (“TOR”) towards the effective discharge of its fiduciary duties. The Board Charter and TOR are regularly updated to ensure their relevance in tandem with changes in the internal company environment as well as the external operating environment. The Statement of Directors’ Responsibility is enclosed on page 128 of this Annual Report. BOARD CHARTER The Matrix Board Charter sets out the following: • Board balance and composition • Board’s authority and schedule of matters reserved for the Board • The establishment of Board Committees • Processes and procedures for convening Board meetings • Process for the assessment of the Board’s performance • Board’s access to information and advice • Declarations of conflict of interest • Roles and responsibilities of the Chairman of the Board and that of independent and non-independent as well as executive and non-executive directors, which also includes limits of authority. INTEGRATED ANNUAL REPORT 2023 MATRIX CONCEPTS HOLDINGS BERHAD 103
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