Funtions Matters considered Sustainability • Received updates on MISC’s sustainability performance at the close of the 2016-2020 Sustainability Strategy, the 2020 internal maturity level assessment and the 2020 external sustainability performance. • Received the half-yearly MISC Sustainability Strategy Progress Report. • Received quarterly performance reports on ESG indicators through the MISC Sustainability Dashboard. • Reviewed the proposed inclusion of a financial pillar in the 2021-2025 MISC Sustainability Strategy. • Reviewed MISC’s investments in the digital ventures and the way forward. • Received Eaglestar’s overview of the adoption and application of solutions from the digital ventures, including product functionalities, advantages, value proposition, update on installation and performance monitoring methodology. • Reviewed the MISC Group Marine Biodiversity Conservation Flagship Programme roadmap and sponsorship (2021-2025). • Received Management’s brief on greenhouse gas (GHG) emissions, MISC GHG emissions inventory boundaries, outcome of the MISC fleet CO2 benchmark with IMO’s GHG ambition (decarbonisation trajectory) and MISC fleet CO2 projections to 2030. • Reviewed GHG intensity reduction targets and Net-Zero GHG emission commitment. • Received updates on the MISC Task Force on Climate-related Financial Disclosures (TCFD) Roadmap. • Received updates on the Transition Pathway Initiative (TPI) assessment methodology, MISC Group TPI assessment and close-out action plans. • Reviewed the MISC Group Ship Recycling Policy, which serves as a high-level commitment at group-wide level to address concerns with ship recycling activities. • Reviewed the proposed revision of MISC Health, Safety and Environment Policy. DATIN NORAZAH MOHAMED RAZALI Chairman Board Governance & Risk Committee GOVERNANCE STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL GOVERNANCE ACCOUNTABILITY OF THE BOARD The Board is responsible for establishing and maintaining a sound risk management and internal control framework with the objective of safeguarding the shareholders’ interest and the Group’s assets, as manifested in the Malaysian Code on Corporate Governance 2021. The Board recognises its principal responsibility to regularly review the adequacy and effectiveness of the risk management and internal control framework. By implementing a sound risk management and internal control systems, it helps the Group to achieve its performance and profitability targets for better decision making whilst managing the risks. In discharging its responsibilities, the Board is supported by MISC’s Board Governance and Risk Committee (BGRC) and Board Audit Committee (BAC) to oversee the risk management and internal control systems during the financial year ended 31 December 2021. The BGRC assists the Board in providing oversight and direction on the Group’s risk management policies, framework and process whilst the Group’s internal control framework is under the purview of the BAC. For more information on the BAC’s and BGRC’s responsibilities, please refer to their respective reports on pages 257 to 265 (for the BAC) and pages 266 to 270 (for the BGRC) of this Integrated Annual Report. The Board of Directors is pleased to provide this Statement on Risk Management and Internal Control pursuant to Paragraph 15.26(b) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad and as guided by The Statement on Risk Management and Internal Control: Guidelines for Directors of Listed Issuers. The following statement outlines the nature and scope of risk management and internal controls within MISC Berhad (MISC or Company) and its subsidiaries (Group or MISC Group) during the financial year ended 31 December 2021. During the year under review, the BGRC was further supported by the MISC Risk Management Committee (RMC), which comprises Management Committee (MC) members and Heads of Divisions, to reflect the prominence and focus by management on the oversight of the risk management of the MISC Group. In ensuring that the Group’s internal control systems are in place and effective in dealing with risks during the year under review, the BAC was supported by MISC Management Audit Committee (MAC), which comprises MC members and Group Internal Audit (GIA). The Board, via BGRC and BAC, periodically reviews the efficiency and effectiveness of the Group’s risk management and internal control to ensure viability and robustness of the systems. In view of limitations inherent in any process and those risks cannot be eliminated completely, the Group has in place, a system of internal control and risk management designed to manage rather than eliminate the risks that may impede the Group from achieving its objectives. Therefore, it can only provide a reasonable, but not an absolute assurance against material misstatements or losses or the occurrence of unforeseeable circumstances. Thus, the Board adopts a cost-benefit approach to ensure that the expected returns outweigh the cost of risk mitigation. BOARD GOVERNANCE & RISK COMMITTEE REPORT MISC Berhad 270 Integrated Annual Report 2021 MISC Berhad Integrated Annual Report 2021 271
RkJQdWJsaXNoZXIy NDgzMzc=