109 ANNUAL REPORT 2024 MST GOLF GROUP BERHAD Executive Chairman The Executive Chairman provides leadership to ensure the Board operates effectively and fulfils its governance responsibilities. Key duties include leading the Board in setting the Group’s values and standards, maintaining trust and balance between executive and non-executive Directors and ensuring Directors receive accurate and timely information. The Executive Chairman facilitates Board performance evaluations, succession planning and effective communication with shareholders and stakeholders. Additionally, he oversees Board meetings by ensuring proper briefing, adequate discussion time, strategic focus and fair resolution of decisions, with dissenting views recorded. The Executive Chairman also ensures executive Directors embrace their governance responsibilities while maintaining impartiality in voting under specific circumstances. Group Chief Executive Officer The Group CEO serves as the primary link between the Board and the Management and is accountable to the Board, alongside the Executive Chairman, for achieving the Group’s mission, goals and objectives. The Group CEO has overall executive responsibility for the day-to-day operations of the Group and is tasked with implementing the Board's policies, strategies and decisions. All management authority is delegated through the Group CEO, who oversees the execution of strategic plans, budgeting, performance benchmarks and human resource management. As the official spokesperson, the Group CEO manages regulatory, governmental and business relationships, while ensuring high standards for the Group’s identity, products and services. The Group CEO also fosters a positive work environment, assesses business opportunities, promotes corporate governance and ethics, coordinates business functions and supports the Executive Chairman by providing timely information to the Board. Executive Directors Executive Directors are responsible for specific business areas within the Group, ensuring the effective execution of strategies and objectives approved by the Board within those areas. They lead and supervise members of the Management, providing direction and support to achieve departmental goals efficiently. Executive Directors focus on the operational performance of the Group, addressing issues, managing resources and delivering results aligned with the Group’s strategic direction. They regularly update the CEO and Board on operational matters, performance outcomes and challenges. Additionally, Executive Directors represent the Group externally, maintaining stakeholder relationships and advocating for the Group’s interests and values. Independent Non-Executive Directors Independent Non-Executive Directors (“INEDs”) offer external perspectives and constructive challenges for effective decisionmaking. They contribute to strategy development of the Group by providing independent assessments of information, reports and proposals with objectivity. They participate actively in Board discussions and serve as a communication channel between the Management, shareholders and stakeholders, ensuring checks and balances while upholding high standards of corporate governance. Duties of INEDs include reviewing the integrity of financial reporting and overseeing the robustness of financial controls and risk management systems, while aligning them with corporate goals and industry standards. Company Secretary The Company Secretary's key role is to provide impartial advice and services to the Directors, supporting the Board's effective functioning and ensuring regulatory compliance. Primary responsibilities include advising on corporate governance and MMLR matters, ensuring adherence to Board procedures, maintaining statutory records, preparing accurate Board minutes and facilitating communication between the Board and the Management. The Company Secretary also briefs new directors on key requirements, assists with director training, provides full access to Board services and manages meeting agendas and Board paper preparation. The Company Secretary ensures that deliberations at meetings of the Board and Board Committees are properly captured, minuted and communicated to the Management for necessary action. During the year under review, the Company Secretaries were Ms. Queck Wai Fong and Ms. Tai Yuen Ling. Ms. Queck Wai Fong is an Associate of the Malaysian Institute of Chartered Secretaries and Administrators (MAICSA) and Ms. Tai Yuen Ling is a Licensed Secretary by the Companies Commission of Malaysia. Both of them are qualified to act as company secretaries under Section 235(2) of the Companies Act 2016. PRINCIPLE A BOARD LEADERSHIP AND EFFECTIVENESS
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