PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS Corporate Governance Overview Statement BOARD RESPONSIBILITIES (CONT’D) 10. Anti Bribery and Corruption Policy The Board has approved the adoption of Anti Bribery and Corruption Policy (ABC Policy) which is implemented across the Group at all levels. This ABC Policy which sets out its expectations for internal and external parties working for and on behalf of the Group in preventing bribery or corrupt practices in relation to the Group’s businesses. This ABC Policy which was approved by the Board will be reviewed at least once every year taking into consideration changes in the law and regulatory requirements. The Anti Bribery and Corruption Policy is posted on the Company’s website at www.mkhberhad.com BOARD COMPOSITION The Board presently has seven (7) members comprising three (3) Executive Directors including the Chairman and Managing Director, three (3) other Independent Non-Executive Directors and one (1) Non-Independent Non-Executive Director. This is in line with Chapter 15.02 of the MMLR of Bursa Securities, which requires that at least two (2) Directors or one-third (1/3) of the Board of the Company, whichever is the higher, are independent directors. In the event of any vacancy in the Board, resulting in non-compliance of the number of Independent Directors required in the Board, the Company shall fill the vacancy within three (3) months from that event. The Independent Directors led by Dato’ Lim Hong Shuan as the Senior Independent Non-Executive Director of the Company, to whom concern of shareholders, management, employees and others may be conveyed by way of writing to the Company’s registered address or electronic mail to limhsg10514@gmail.com or contact via Tel: +603-8737 8228. The role of the Senior Independent Non-Executive Director is also explained in the Board Charter. The Board having reviewed its size and composition is satisfied that its current size and composition is well balanced, with diverse professional background, skills, expertise and knowledge in discharging its responsibilities for the proper functioning of the Board and fairly reflects the investment in the Company by shareholders apart from the largest shareholder. Furthermore, the current number of Board members is conducive for efficient deliberations at Board meetings and effective conduct of Board decision-making. Brief profile of each Director is detailed under Profile of Directors in this Annual Report. 3 3 1 Executive Directors including the Chairman and Managing Director Board Composition Independent Non-Executive Directors Non-Independent Non-Executive Director MKH BERHAD ANNUAL REPORT 2024 Laying The Foundation of Excellence Where People Matter Guided by Leadership, Inspired by People Delivering Value That Matters to People PG. 122
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