BOARD COMMITTEES The Board has established various Board Committees with each Committee guided by its respective TOR. Minutes of Committee meetings are tabled at the Board level to keep Board members apprised of matters being discussed at the Committee level. The Chairman of each Board Committee reports to the Board during full Board meetings. BOARD COMMITTEE COMPOSITION ROLES AND RESPONSIBILITIES Audit Committee • Mazhairul Bin Jamaludin (Chairman) • Dato’ Hon Choon Kim*** • Dato’ Hajah Kalsom Binti Khalid • Chua See Hua • Loo See Mun • Vijayam A/P Nadarajah**** • Reviews issues of accounting policy and presentation for external financial reporting. • Monitors the Group’s internal audit function. • Ensures an objective and professional relationship is maintained always with external auditors. Nomination Committee • Dato’ Hajah Kalsom Binti Khalid (Chairman) • Dato’ Hon Choon Kim*** • Chua See Hua • Loo See Mun • Proposing new nominees to the Board and Board Committees. • Assessing on an annual basis, the contribution of each individual director and the overall effectiveness of the Board. • Fit & Proper Assessment on each new appointment and retiring director. Remuneration Committee • Loo See Mun (Chairman) • Dato’ Hon Choon Kim*** • Mazhairul Bin Jamaludin • Dato’ Hajah Kalsom Binti Khalid • Evaluate, deliberate and recommend to the Board a remuneration policy for key management who are executive directors that is fairly guided by market norms and industrial practice. • Recommends the key executive directors’ and senior management’s remuneration and benefits based on their individual performances and that of the Group. • Reviews the annual remuneration packages, reward structure and fringe benefits applicable to the GEDC, GMD and senior management. • Reviews the overall performance of the Company and the specific KPIs of the GEDC and GMD. Risk Management Committee • Chua See Hua (Chairman) • Ho Kong Soon • Mazhairul Bin Jamaludin • Kelvin Lee Chin Chuan** • Vijayam A/P Nadarajah**** • Dato’ Logendran A/L K Narayanasamy* • Loo See Mun# • Dato' Hajah Kalsom Binti Khalid# • Advise the Board on the Company’s overall risk appetite, tolerance and strategy. • Review the Company’s capability to identify and manage new risks. • Review reports on any material breaches of risk limits and the adequacy of proposed action and all reports on the Company from the risk officer. • Review the effectiveness of the Company’s internal financial controls, internal controls and risk management systems. • Review and monitor management’s responsiveness to the findings and recommendations of the risk officer. Sustainability Committee • Dato’ Haji Mohamad Haslah Bin Mohamad Amin (Chairman) • Dato’ Seri Lee Tian Hock • Ho Kong Soon • Mazhairul Bin Jamaludin# • Kelvin Lee Chin Chuan** • Vijayam A/P Nadarajah**** • Chai Keng Wai (CEO - Property Development)***** • Dato’ Logendran A/L K Narayanasamy* • Overseeing the implementation of sustainability related policies, measures and actions in achieving the Company’s sustainability milestones and goals. * Dato’ Logendran A/L K Narayanasamy resigned on 31 August 2023 ** Kelvin Lee Chin Chuan appointed on 1 September 2023 *** Dato’ Hon Choon Kim resigned on 18 June 2024 **** Vijayam A/P Nadarajah appointed on 19 June 2024 ***** Chai Keng Wai appointed on 19 June 2024 # Relinquished membership on 19 June 2024 CORPORATE GOVERNANCE OVERVIEW STATEMENT OUR GOVERNANCE 111 INTEGRATED ANNUAL REPORT 2024
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