142 AL-SALĀM REIT BOARD NOMINATION AND REMUNERATION COMMITTEE REPORT ANNUAL REPORT 2023 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.alsalamreit.com.my. The Malaysian Code on Corporate Governance 2021 (“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 and report on them. 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 In accordance with the MCCG 2021, the Board Nomination and Remuneration Committee 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 composition of the BNRC is as follows: Members 1. Datuk Hashim bin Wahir Chairman/Independent Non-Executive Director 2. Abdullah bin Abu Samah Independent Non-Executive Director 3. Shamsul Anuar bin Abdul Majid Non-Independent Non-Executive Director (Appointed w.e.f. 5 July 2023) 4. Dato’ Wan Kamaruzaman bin Wan Ahmad Independent Non-Executive Director (Resigned w.e.f. 4 July 2023) Secretaries 1. Nuraliza binti Abd Rahman 2. Rohaya binti Jaafar MEETINGS HELD DURING FY2023 The BNRC, in accordance with its regulations, meet whenever it is convened by the Board, the Committee itself, or by its Chairman. The Committee shall meet at least two 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.
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