PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS BOARD COMPOSITION (CONT’D) 1. Independence The Board supports the highest standards of corporate governance and the development of best practices for the Company. The concept of independence adopted by the Board is in line with the definition of an Independent Director under Paragraph 1.01 and Practice Note 13 of the MMLR of Bursa Securities, i.e. independent from management and are free from any business or other relationships that could materially interfere with the exercise of their independent judgement. Independent Non-Executive Directors are required to voice their reservations of any Board decisions in areas such as policies and strategies which could be detrimental to the interest of the minority shareholders. 2. Tenure of Independent Directors There are three (3) Independent Non-Executive Directors on the Board presently and the Board recognises the importance of independence and objectivity in the decision-making process. The Board is mindful of the recommendation of the Code that the tenure of an independent director should not exceed a cumulative term of nine (9) years and if the Board continues to retain the independent director after the ninth year, a two-tier voting process should be applied. In addition, the enhanced MMLR limits the tenure of an independent director to not more than a cumulative tenure of twelve (12) years. In compliance with the amendment to the Bursa Securities MMLR on the enhancement of the definition of Independent Directors, the cooling-off period for the appointment of Independent Directors has been revised from two (2) to three (3) years for an officer, non-independent non-executive director, adviser or transacting party of MKH or its related corporation. 3. Board Diversity The Board comprised of members who are specialised in the property development and construction sector, plantation/agriculture sector, professional in accounting sector, professional in legal sector and corporate finance sector. These wide spectrum of competencies, capabilities, skills and relevant business experience provide the Board with a diverse set of expertise and knowledge in discharging its responsibilities for the proper functioning of the Board and ensure that the Group continues to be competitive within its diverse industry segment. Sustaining Lives, Empowering Communities Governance That Inspires Confidence Financial Insights Through Numbers Empowering Ownership PG. 123
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