144 AL-SALĀM REIT BOARD NOMINATION AND REMUNERATION COMMITTEE REPORT ANNUAL REPORT 2023 • With Respect to Induction and Training The Committee shall ensure that all new directors undertake an appropriate on-boarding Directors Programme and the Mandatory Accreditation Programme (Bursa Malaysia) to ensure that they are fully informed about strategic and commercial issues affecting the Company and the markets in which it operates as well as their duties and responsibilities as a director and consider any training requirements for the Board as a whole. • With Respect to conflicts of interest The Committee shall: a) Before the appointment of a director, require the proposed appointee to disclose any other business interests that may result in a conflict of interest and to report any future business interests that could result in a conflict of interest. b) Consider and, if appropriate, authorise situational conflicts of interest of directors and potential directors. • With Respect to the Board Evaluation The Committee shall: a) Assist the Chairman of the Board with the implementation of an annual evaluation process. b) Review the results of the Board performance evaluation process that relate to the composition of the Board. MATTERS DISCUSSED BY THE BNRC IN THE FY2023 In 2023, the BNRC, in the performance of its duties in accordance with the scope of responsibilities specified in the BNRC Charter as approved by the Board, convened its 4 meetings to consider the significant matters and report the results to the Board that can be summarised as follows: a) Establishment of Key Performance Indicators (“KPIs”) of the Company as well as the CEO based on the approved strategic planning; b) Review of the Company’s organisation structure that can support the growth and target of the Fund; c) Review of the Board/Board’s Committees composition and establishment of the Board Sustainability Committee (“BSC”); d) Compliance with the requirement in relation to gender diversity (woman director) on the Board; e) Review of the performance evaluation on the Board; f) Succession planning of the company secretary; and g) Review of the Company’s employees’ satisfaction survey. In this regard, the BNRC has performed its duties independently in accordance with good corporate governance principles and ensuring transparency to build the confidence of shareholders and all stakeholders. EVALUATION OF THE FUNCTIONING AND PERFORMANCE OF THE BOARD OF DIRECTORS AND ITS COMMITTEES It is a standard practice for the Board to distribute an annual questionnaire at the end of each financial year through the Secretariat of the Board which, amongst other sections, includes a self-assessment, with a series of questions that also enable compliance with the various annual reports of the Committee and the Board. The Board performed the annual questionnaire and the self-assessment for FY2023, in order to analyse the Board’s effectiveness and composition and to identify opportunities for improvement to ensure proper compliance with the existing obligations or recommendations in this area.
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