ANNUAL REPORT 2025 81 GOVERNANCE PRINCIPLE A - BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) II. BOARD COMPOSITION Board Composition and Independent Directors on the Board During the financial year under review, there have been several changes to the Board composition as follows:- • Appointment of Datuk Haji Abu Hanifah bin Noordin as Executive Deputy Chairman and Chief Executive Officer on 22 August 2024; • Appointment of Datuk Ab.Hamid bin Mohamad Hanipah as Executive Director on 22 August 2024; • Appointment of YM Tunku Datuk Nooruddin bin Tunku Dato’ Seri Shahabuddin as Independent Non-Executive Director on 22 August 2024; • Resignation of Mr Chew Chi Hong as Executive Director on 27 September 2024; • Resignation of Mr Chia Kok Khuang as Executive Director on 2 October 2024; • Appointment of Puan Hajah Erna bt Ismail as Executive Director on 9 October 2024; • Appointment of Datuk Puvanesan a/l Subenthiran and Datuk Zainal Abidin bin Abu Hassan as Independent Non-Executive Directors on 12 November 2024; • Appointment of Tan Sri Dato’ Seri Mohd Khairul Adib bin Abd Rahman as Independent Non-Executive Director on 22 November 2024; • Resignation of CP(R) Datuk Mohd Khalil bin Kader Mohd as Independent Non-Executive Director on 28 November 2024; • Redesignation of Datuk Puvanesan a/l Subenthiran from Independent Non- Executive Director to Executive Director on 13 November 2024; • Resignation of YM Tunku Datuk Nooruddin bin Tunku Dato’ Seri Shahabuddin as Independent Non-Executive Director on 31 December 2024; • Appointment of Dato’ Che Nazli binti Jaapar as Independent Non-Executive Director on 14 January 2025; • Resignation of YM Tengku Dato’ Seri Abu Bakar Ahmad bin Tengku Tan Sri Abdullah as Executive Chairman on 12 February 2025; • Resignation of Encik Ahmad Ridwan bin Abdullah on 12 February 2025; • Redesignation of Datuk Haji Abu Hanifah bin Noordin from Executive Deputy Chairman and Chief Executive Officer to Executive Chairman and Chief Executive Officer on 12 February 2025; and • Redesignation of Tan Sri Dato’ Seri Mohd Khairul Adib bin Abd Rahman from Independent Non-Executive Director to Executive Deputy Chairman on 28 March 2025. As of the date of this statement, the Board consists of ten (10) members, comprising of one (1) Executive Chairman, one (1) Executive Deputy Chairman, three (3) Executive Directors, four (4) Independent Non-Executive Directors and one (1) Non-Independent Non-Executive Director, in compliance with Paragraph 15.02(1) of the MMLR of Bursa Malaysia. The Independent Directors make up 40% of the Board composition. Presently, the number of female representations on the Board is three (3), representing 30% of the total Board composition. In May 2025, the Board through its NRC conducts an annual review of its size and composition, to determine if the Board has the right size and sufficient diversity with independence elements that fit the Company’s objectives and strategic goals. The Board was of the view that the current Board size of ten (10) members as at the date of the Annual Report is appropriate and adequate to effectively govern the Group. The profile of each Director is set out under the Directors’ profile section of this Annual Report. The Company acknowledges and recognises the benefits arising from the boardroom and workforce diversity, including enhancing the Group’s performance, improving efficiency and employees’ retention. The Gender Diversity Policy is available on the Company’s website at www.nexg.com.my. The NRC has conducted an annual review on the diversity in skills, experience, age, cultural background and gender of the Directors and Key Senior Management. Corporate Governance Overview Statement (Cont’d)
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