PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) II. BOARD COMPOSITION (CONT’D) 7. Board Meetings (Cont’d) I n fostering the commitment of the Board to devote sufficient time to carry out their responsibilities, each Director is required to notify the Chairman of the Board prior to accepting directorships outside the Group. Similarly, the Chairman of the Board shall also do likewise before taking up any additional appointment of directorships. The notification will also include an approximate indication of time that will be spent by the Directors on the new directorships. A ll Directors shall not hold more than five (5) directorships in other public listed companies as required under Paragraph 15.06 of the MMLR of Bursa Securities. 8. Retirement and Re-election I n accordance with the Company’s Constitution, all Directors who are appointed by the Board are subjected to re-election by the shareholders in the next Annual General Meeting (“AGM”) subsequent to their appointment. At least one-third (1/3) of the Directors are required to retire from office by rotation annually and subject to re-election at each AGM. All Directors shall retire from office at least once in every three (3) years but shall be eligible for re-election which is in line with the MMLR of Bursa Securities. A ny person appointed by the Board either to fill a casual vacancy or as an addition to the existing Directors, shall hold office until the conclusion of the next AGM and shall then be eligible for re-election. T he Directors due for re-election by rotation pursuant to Clause 112(1) of the Company’s Constitution at the forthcoming AGM are Dato’ Lim Hong Shuan and En. Jeffrey bin Bosra. Whereas, the Director due for re-election pursuant to Clause 119 of the Company’s Constitution at the forthcoming AGM is Ms. Lee Pei Yee. 9. Directors’ Training T he Nomination Committee has taken on the responsibility in evaluating and determining the specific and continuous training needs of the Directors on a regular basis. The Directors had attended courses/conferences and/or in house training from time to time to enhance their skills and knowledge and to keep abreast with the relevant changes in laws, listing requirements, regulations and business environment in order to discharge their duties more effectively. A ll the Directors had completed the Mandatory Accreditation Programme as specified by MMLR of Bursa Securities. T he Directors are mindful that they should continually attend seminars and courses to keep themselves abreast with the latest economic and corporate developments as well as new regulations and statutory requirements. The Directors are also encouraged to evaluate their own training needs on a continuous basis and to determine the relevant programmes, seminars, briefings or dialogues available that would best enable them to enhance their knowledge and contributions to the Board. CORPORATE GOVERNANCE OVERVIEW STATEMENT MKH BERHAD | ANNUAL REPORT 2023 95
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