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Maxis Berhad
Annual Report 2014
The non-interested Directors of the Board will consider the transaction as proposed in the Board paper and if deemed
appropriate, approve the RPT upon recommendation by the AC. In respect of the recurrent related party transactions
(“RRPTs”) which are within the shareholders’ mandate (“Mandate”) obtained at the Company’s Extraordinary General
Meeting, additional review and approval procedures are adopted.
Any individual RRPTs exceeding RM60 million each in value will be reviewed and considered by the AC prior to
recommendation to the Board for approval, before the transaction can be entered into. Any variations to the terms and
conditions of the individuals RRPTs will be reviewed and approved in accordance with the Company’s Limits of Authority.
(iii) Monitoring Compliance and Reporting
The Group has a process for monthly reporting on the status of mandated RRPTs whereby the mandated RRPTs amount
will be tracked on a monthly basis to ensure that the actual value of the mandated RRPTs entered into with parties within
the same related party group does not exceed the aggregated estimated value of such mandated RRPTs. Where the value
of transaction(s) exceeds the aggregated estimated value by 10% or more, a disclosure will be made to Bursa Securities.
Disclosure on the RRPTs for which the Mandate has been obtained together with the breakdown of the aggregate value
of the RRPTs which had been conducted during the financial year ended 31 December 2014 is provided on pages 201 to
202 of this Annual Report.
(iv) Disclosures in securities and interests
In addition, all disclosures on trading in shares and securities of the Company by Directors and principal officers are tabled
at the Board.
3. Risk Management and Internal Control
The Group’s Statement on Risk Management and Internal Control is set out on pages 69 to 74 of this Annual Report.
4. Relationship with Auditors
The statement on roles, duties and responsibilities of the AC in relation to both the internal and external auditors is described
in the Audit Committee Report as set out on pages 65 to 68 of this Annual Report.
VI. TIMELY AND HIGH QUALITY DISCLOSURE
The Board has also established and adopted the Corporate Disclosure Policy which inclusive of feedback from management as
recommended by the Code and the policies and procedures therein has been formulated with reference to the Best Practices
published in the Corporate Disclosure Guide issued by Bursa Securities.
As recommended by the Code, the Company will seek to leverage on the latest and most innovative information technology available
to promote more efficient and effective ways to communicate with both its shareholders and stakeholders. The Company’s Annual
Reports, announcements to Bursa Securities, media releases, a Corporate Governance section including the Board Charter and
Terms of Reference of the AC and NC and presentations relating to its quarterly financial results has been made available on the
Company’s website.
Various contact details are provided on the Company’s website to address queries from customers, shareholders and other public.
A dedicated Intranet has also been provided for ease of communication with employees and serves as a reference point for
the employees.
Corporate
Governance
