BOARD NOMINATION AND REMUNERATION COMMITTEE REPORT In accordance with the MCCG 2021, the BNRC is composed of a minimum of three, a majority of whom must be Independent Directors. The Committee shall appoint a Chairman amongst its members who must necessarily be an Independent Director. The Members of the BNRC consist of the following Directors:- The BNRC, in accordance with its regulations, meet whenever it is convened by the Board of Directors, the Committee itself, or by its Chairman. The Committee shall meet at least two (2) times per annum and at such other times as it sees fit. Only members of the Committee have the right to attend Committee meetings. However, other individuals such as the CEO, the Group Human Resources Vice President, the Head of Corporate Services (Human Resources), and external advisers may be invited to attend for all or part of any meeting, as and when appropriate and necessary. The Company Secretary keeps Minutes of all BNRC meetings, which are available to all members of the Board of Directors. Secretaries 1. Nuraliza binti Abd Rahman 2. Rohaya binti Jaafar The establishment of the Board Nomination and Remuneration Committee (“BNRC”) is mandated for listed issuers under Bursa Malaysia’s Main Market Listing Requirements. The terms of reference can be found under Investor Relations section on the Company’s website at www.alaqar.com.my. The MCCG 2021 indicates that the Board may establish and delegate part of its powers to one or more other committees, in order to conduct certain tasks and functions expressly delegated to such committees. The committees will examine specific topics chosen by the Board of Directors and report on them to the Board. Decision-making remains the collective responsibility of the Board and the committee may only make suggestions to the Board. The main purpose of the BNRC is to assist the Board in carrying out its duties and responsibilities in fulfilling its responsibility for oversight with respect to board composition and performance, directors’ performance and remuneration structure that drives behaviour within the company. COMPOSITION OF THE BOARD NOMINATION AND REMUNERATION COMMITTEE MEETINGS HELD DURING FY 2023 Members Designation Date of Appointment Datuk Hashim bin Wahir (Chairman) Independent Non-Executive Director 24 January 2022 Dato’ Wan Kamaruzaman bin Wan Ahmad (Member) Independent Non-Executive Director 25 August 2020 (Resigned w.e.f 5 July 2023) Abdullah bin Abu Samah (Member) Independent Non-Executive Director 10 March 2021 Shamsul Anuar bin Abdul Majid (Member) Non-Independent Non-Executive Director Appointed w.e.f 5 July 2023 113 CORPORATE GOVERNANCE 1 2 3 5 6 AL-`AQAR HEALTHCARE REIT ANNUAL REPORT 2023
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