2019 UEM Edgenta Annual Report

104 105 UEM Edgenta Berhad UEM EDGENTA AT A GLANCE MESSAGE FROM OUR LEADERSHIP STRATEGIC FOCUS OPERATIONAL REVIEW SUSTAINABILITY EFFORTS CORPORATE GOVERNANCE INTRODUCTION FINANCIAL REVIEW ADDITIONAL INFORMATION Annual Report 2019 Corporate Governance Overview Statement BOARD OVERVIEW As at 31 December 2019 Board Composition Members Dato’ Azmir Merican Managing Director/Chief Executive Officer Dato’ Mohd Izani Ghani Non-Independent Non-Executive Director (Appointed on 22 October 2019) NRC Dato’ Noorazman Abd Aziz Non-Independent Non-Executive Director (Relinquished NRC membership on 22 October 2019) NRC Elakumari Kantilal * Non-Independent Non-Executive Director BTC Robert Tan Bun Poo *^ Independent Non-Executive Director ARC ARC ARC Juniwati Rahmat Hussin Independent Non-Executive Director NRC Dato’ George Stewart LaBrooy Independent Non-Executive Director BTC Emily Kok Independent Non-Executive Director BTC Rowina Ghazali Seth Independent Non-Executive Director NRC Meeting Attendance * Member of the Malaysian Institute of Accountants ^ Member of the Malaysian Institute of Certified Public Accountants Board 9 /9 1 /2 8 /9 8 /9 9 /9 8 /9 8 /9 9 /9 9 /9 ETHNICITY / NATIONALITY Others Malaysian 10 Malay 6 Chinese 2 2 TENURE ON BOARD Less than 1 year Between 1 – 5 years Between 6 – 8 years Above 8 years 2 5 2 1 BOARD LEADERSHIP & EFFECTIVENESS Audit & Risk Committee ARC 6 /6 6 /6 6 /6 Corporate Governance Overview Statement 92.5 41.5 TOTAL BOARD MEETING HOURS HOURS 1 1 5 3 % Nomination and Remuneration Committee 0 /1 7 /9 10 /10 10 /10 NRC Board Tender Committee 2 /2 2 /2 2 /2 Tan Sri Dr. Azmil Khalid Independent Non-Executive Chairman (Appointed on 24 May 2019) 6 /6 BTC LEGEND Chairman of Board Committee Member of Board Committee Directorships No. of Director EACH DIRECTOR HOLDS NO MORE THAN 5 DIRECTORSHIPS IN LISTED COMPANIES AVERAGE BOARD MEETING ATTENDANCE GENDER Male Female 60% 40% INDEPENDENCE Independent 60% Non-Independent 40% AGE 1 5 4 Below 50 years 50 to 60 years 61 to 70 years