122 AL-SALĀM REIT ANNUAL REPORT 2023 Separation of Duties between the Chairman and the Chief Executive Officer ("CEO") The primary responsibility of the Chairman is to lead and guide the Board so that it can discharge its duties effectively. The Chairman is responsible for promoting best practice in corporate governance and for overseeing the development, adoption, delivery and communication of an effective corporate governance model for the Company. The Board collectively develops and determines the Group’s purpose, strategy and overall commercial objectives whilst ensuring adoption of policies and procedures that it considers appropriate having regard to its size and activities. The CEO holds the principal responsibilities of reporting, clarifying, communicating, implementing and recommending key strategic and operational matters and proposals to the Board for approval as well as implementation policies and strategies and managing the business at an operational level, aimed at promoting a long-term value for the unitholders and stakeholders alike. The respective roles of the Chairman and CEO are clearly defined and documented in the Board Charter to promote accountability and facilitate division of responsibilities between them and to further ensure a balance of power and authority, with no one individual having unfettered powers of decision. Company Secretary The Company Secretary, advises the Board and reports directly to the Chairman on corporate governance matters, supports the Chairman in the effective functioning of the Board and its Committees and facilitates the receipt by the Board of high-quality information in a timely manner. She also advises the Board on compliance and governance matters, helping to make sure that Board procedures and applicable rules and regulations are observed. Annual evaluation of the Group Secretaries based on the above roles will be carried out by the Board. The Board Committees The Committees for Audit and Risk, Remuneration and Nominations, Investment and Sustainability initiatives were established with delegated and clearly defined powers. The terms of reference for the Committees are reviewed annually. The Chairman is not a member of any Board Committees. During the year, the terms of reference for all the Committees were reviewed and the Board was satisfied they remain fit for purpose. Each Committee’s terms of reference can be found at www.alsalamreit.com.my. Board Evaluation The Board conducts an annual Board Effectiveness Evaluation ("BEE") on individual Directors’s performance and the senior management team. This is to reinforce the Board’s commitment towards the highest level of performance by their directors when fulfilling their responsibilities to stakeholders, and the continuous strive for excellence in governance. The BEE Report was tabled at the BNRC meeting on 22 November 2023. Summary of the report can be found on pages 144-145. CORPORATE GOVERNANCE OVERVIEW STATEMENT
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