INTRODUCTION The Board of Directors ("the Board") acknowledges that the practice of good corporate governance is an essential part in the Company and its subsidiaries ("the Group") continued growth and success. Hence, the Board remains committed to attaining high standards of corporate governance within the Group through its support and application of the principles and best practices set out in the Malaysian Code on Corporate Governance 2021 ("MCCG 2021") to enhance business prosperity and maximise shareholders' value. This Statement sets out the commitment of the Board towards the MCCG 2021 and describes how the Group has applied the principles and complied with the best practice provisions as laid out in the MCCG 2021 throughout the financial year ended 31 December 2022 ("FYE 2022") pursuant Paragraph 15.25 of the Main Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia Securities Berhad ("Bursa Securities"). The Board will continuously evaluate the Group's corporate governance practices and procedures, and where appropriate will adopt and implement the best practices as enshrined in MCCG to the best interest of the shareholders of the Company. The detailed application for each practice as set out in the MCCG 2021 is disclosed in the Corporate Governance Report which is available at the Company's website at www.destinigroup.com. PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS PART I – BOARD RESPONSIBILITIES Corporate Governance Overview Statement 1. Board Leadership on Objectives and Goals Strategic Aims, Values and Standards The Board is responsible in providing the overall governance, stewardship and oversight for the direction and management of the Group. The Board sets out the strategic directions and objectives, formulating the policies and executing the key strategic action plans of the Group. The Board regularly reviews the Group's business operations, management performance and also ensure the necessary resources are in place. In the Group, the Board and the Senior Management work cohesively to formulate and to implement the Group's business strategy. The respective roles and responsibilities of the Board and management team are clearly set out and understood to ensure accountability and ownership by both parties. The Board is responsible for the oversight and overall management of the Group including assessing and agreeing with the Group's corporate objectives, and the goals and targets to be met by management. The management including the Executive Chairman, Managing Director and Group Chief Executive Officer and Group Chief Financial Officer of Destini, is responsible for managing the day-to-day running of the business activities in accordance with the direction and delegation of the Board. The management meets regularly to discuss and resolve operational issues. The Managing Director and Group Chief Executive Officer briefs the Board on business performance and operations as well as the management initiatives during quarterly Board’s meetings. The Board retains full and effective control of the Group and has developed corporate objectives and position descriptions including the limits to management’s responsibilities, which the management are aware of and are responsible for meeting. The Board has a formal schedule of matters reserved to itself for decision, which includes the overall Group strategy and direction, investment policy, major capital expenditures, consideration for significant financial matters and review of the financial and operating performance of the Group. The Board understands the principal risks of all aspects of the business that the Group is engaged in and recognises that business decisions require the incurrence of risk. To achieve a proper balance between risks incurred and potential returns to shareholders, the Board ensures that there are systems in place that effectively monitor and manage these risks view of the long-term viability of the Group. GOVERNANCE 55 ANNUAL REPORT 2022 DESTINI BERHAD
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