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61
Maxis Berhad
Annual Report 2014
The Board has taken steps to ensure that its members have ongoing access to appropriate continuing education programmes in
order to effectively discharge their functions effectively as directors . The Company Secretary facilitates the organisation of internal
training programmes and keeps Directors informed of relevant external training programmes. All of the Directors have undergone
training during the financial year. The records of internal and external training programmes attended by Directors are maintained
by the Company Secretary.
As at the date of the Report, all Directors have attended and completed the Mandatory Accreditation Programme (“MAP”) prescribed
by Bursa Securities. Fraser Mark Curley who was appointed a Director on 8 May 2014 has completed his MAP on 27 and 28 August
2014, which is within the prescribed period of four months from the date of his appointment. Lim Ghee Keong who was also
appointed on 8 May 2014 has completed his MAP prior to his appointment.
V. BOARD INTEGRITY IN FINANCIAL REPORTING, RISK RECOGNITION AND MANAGEMENT
ACCOUNTABILITY AND AUDIT
1. Financial reporting
In presenting the annual financial statements and quarterly announcement of results to shareholders, the Directors will
endeavour to present a clear, balanced and comprehensive assessment of the Group’s financial position, performance and
prospects. This also applies to other price-sensitive public reports and reports to regulators. The assessment is provided in this
Annual Report through the Directors’ Responsibility Statement as set out on page 75 of the Annual Report.
2. Related Party Transaction (“RPT”)
The Group has put in place review and approval processes and procedures for RPT to ensure that the transaction prices,
terms and conditions of the agreement and the quality of the products/services are comparable with those prevailing in the
market. The quality of the products/services must meet industry standards. The transaction should be entered into on normal
commercial terms, and on terms that are consistent with the Group’s usual business practices and policies. This will ultimately
ensure that the terms of the transactions are not favourable to the related party and are not detrimental to the minority
shareholders of the Group.
The RPT review and approval processes and procedures focus on four areas:
(i)
Create RPT Awareness
All Heads of business units, Finance, Legal, Company Secretary and Internal Audit teams are made aware of all related
parties to enable the Group to capture information on RPTs at source.
(ii) RPT approval process
All RPTs (irrespective of their values) must be tabled to the AC for review and to the Board for approval. Any new RPT
proposed for the AC’s recommendation and the Board’s approval will be reviewed by various internal parties including
the Company Secretary, Finance and Internal Audit departments, all of which are tasked with monitoring and reviewing
transactions before the Board paper is submitted to the AC and the Board.
Where transactions are on single source quotation and where benchmarking is not possible, justification by business units
must be provided to ensure that the transactions are at arm’s length basis, not favourable to the related party and not
detrimental to the minority shareholders. Interests of Directors and conflict of interests are disclosed to the AC and the
Board and the interested Directors will abstain from deliberating and voting on the RPT.
Corporate
Governance