Integrated Annual Report 2024 SECTION 4 • EFFECTIVE STEWARDSHIP THROUGH GOOD GOVERNANCE 67 PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) II. Board Composition (cont’d) Annual Assessment of Independent Directors The NCGC is responsible for assessing the independence of each Independent Director annually to ensure that there are independent elements that fit the Company’s objectives, strategic goals and comply with MMLR of Bursa Securities. This process is conducted through the assessment of independence of Independent Directors as part of the annual Board evaluation. The Independent Directors of the Company are required to confirm their independence and have undertaken to inform the Company immediately if there is any change which could hinder their independent judgement or ability to act in the best interest of the Company. The NCGC and the Board have, upon their assessment, concluded that the Independent Directors continue to demonstrate conduct and behaviour that are essential indicators of independence and are satisfied with the level of independence demonstrated by all the Independent Directors during the financial year under review, as well as their ability to exercise objective judgement, provide independent views and act in the best interest of the Company. Re-election of Retiring Directors In accordance with the Company’s Constitution, one-third (1/3) of the Directors must retire at the AGM. All Directors are subject to retire by rotation, at least once every three (3) years but shall be eligible for re-election. New Director appointed by the Board during the year, if any, is required to retire at the next AGM and shall be eligible to stand for re-election. Proposals for the re-election of Directors are recommended by the NCGC to the Board prior to the shareholders’ approval at the AGM of the Company, based on the annual assessment conducted. Based on the recent annual assessment including fit and proper evaluations, the NCGC is satisfied with the performance of the Directors who are standing for re-election and has recommended to the Board their proposed re-election in accordance with the Constitution. The Board supported the NCGC’s recommendations to re-elect the eligible Directors standing for re-election at the forthcoming 9th AGM of the Company. The Directors who are retiring shall abstain from deliberations and decisions on their own eligibility to stand for re-election at the meetings of the Board. Induction, Site Visit and Professional Training In order for the new Directors to carry out their roles and duties effectively, documents such as disclosure obligations and schedule of meetings were furnished to them. The Directors have participated and will continue to undergo the relevant training programmes to further enhance their skills and knowledge, as well as keeping themselves abreast of the latest statutory and/ or regulatory requirements in discharging their fiduciary duties as Directors to the Company. The Board acknowledges that new directors must attend the Mandatory Accreditation Programme as prescribed by Bursa Securities and the training needs of all Directors are identified through the annual Board assessment by the NCGC. During the year under review, the Independent Directors visited PMI in Foshan City, Guangdong, China. By visiting the site overseas, the Independent Directors demonstrated their commitment to better understand the operations and valuing the contributions made by the team, reinforcing their dedication to the Group’s success. During FYE2024, two (2) in-house Directors’ trainings, entitled “ESG & Internal Audit - Strengthening the Third Line of Defence” and “Cyber Attack Trends and What Can You Do About It?” were organised by the Company and the trainings were conducted by KPMG Management (ESG Team) and Firmus Sdn Bhd respectively. Corporate Governance Overview Statement
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