p.214 UEM EDGENTA BERHAD INTEGRATED ANNUAL REPORT 2022 CORPORATE GOVERNANCE OVERVIEW STATEMENT This Statement is to be read together with the Corporate Governance Report (“CG Report”), which provides details on how the Company has applied each Practice as set out in the Malaysian Code on Corporate Governance 2021. The CG Report is available on the Company’s website at www.uemedgenta.com. This Report sets out, amongst other things, our approach to governance in practice, how the Board works, how it has spent its time during the year. The Board recognises the importance of the application of the Malaysian Code on Corporate Governance 2021 (“the Code”), effective stewardship and strong corporate values that contribute to the success of the Company. The Company is headed by an effective Board that is collectively responsible for its long-term success and ensures that it operates effectively and efficiently and remains committed to maintaining strong momentum in pursuit of excellence in the way the Company is governed. The values that the Board believes in are demonstrably embedded throughout the organisation. This Corporate Governance Overview Statement (“Statement”) provides a summary of the Company’s corporate governance practices during the financial year under review, guided by the following three (3) key principles:- Board Leadership and Effectiveness Integrity in Corporate Reporting and Meaningful Relationship with Stakeholders A C Effective Audit and Risk Management B Establishing, reviewing and adopting the strategic plans and direction for the Group. Succession planning, including appointing, training, fixing the compensation of and where appropriate, replacing senior management. Overseeing the conduct of the Group’s business to evaluate whether the business is being properly managed. Developing and implementing an investor relations programme or Corporate Disclosure Policy for the Group. Identifying principal risks and ensuring the implementation of appropriate systems to manage these risks. Reviewing the adequacy and the integrity of the Group’s internal control systems and management information systems, including system for compliance with applicable laws, regulations, rules, directives and guidelines. p.215 1 2 3 4 5 6 7 8 9 GOVERNANCE BOARD RESPONSIBILITIES A Strengthened Governance Framework The Board is ultimately responsible to shareholders for the direction, management, performance and long-term success of the Company. It sets the Group’s strategies and objectives, as well as oversees and monitors the performance, internal controls, risks and its management, policies, governance and viability of the Company. In discharging its roles and responsibilities, the Board is guided by the Board Charter and the Discretionary Authority Limits which outlines the duties and responsibilities of the Board, as well as matters that the Board may delegate to the Board Committees, the Managing Director/Chief Executive Officer and Management. The Board Charter can be found on the Company’s website at www.uemedgenta.com. The Board’s main roles and responsibilities among others are as follows:- BOARD LEADERSHIP AND EFFECTIVENESS A CORPORATE GOVERNANCE OVERVIEW STATEMENT
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