175 Annual Report 2020 >> Our Governance Time spent on training in 2020: Directors Time Spent (day) Dato’ Seri Diraja Dr. Zambry Abd. Kadir 7 Dato’ Zamzuri Abdul Aziz 11 Wong Shu Hsien 7 Dato’ Mohamad Nasir Ab. Latif 23 Datuk Seri Yam Kong Choy 17 Datuk Zalekha Hassan 3 Rosli Abdullah 8 Dato Ir. Mohamad Husin 6 Datuk Azailiza Mohd Ahad 3 Ramanathan Sathiamutty 2 Dato’ Dr. Amiruddin Muhamed (Alternate Director to Dato’ Zamzuri Abdul Aziz) 12 Board Performance Evaluation (BPE) The Company’s BPE is implemented via Evaluation Questionnaires which has been developed as tools to evaluate the Board, Board Committees, and individual Directors covering the following areas, among others: • Board Composition. • Board’s Roles and Functions. • Information Management. • Monitoring Company Performance. • Board Priorities. • Corporate Governance and Ethics. • GCEO [MD] Performance Evaluation and Succession Plan. • Directors’ Development. • Risk Management. • Board Committee Evaluation; and • Directors’ self/peer evaluation. The strength and weaknesses identified from the evaluation will be presented to BNRC for recommendation to the Board. The Board will further deliberate the findings of the BPE and views of each Board member, of which the findings would be used as a yardstick to measure the effectiveness of the Board. This will form the basis to formulate a Board Performance Improvement (BPI) Plan for the following year. The BPE framework is reviewed periodically to ensure that the relevant analysis is able contribute to the Board’s overall effectiveness and is part of an ongoing effort to drive continuous effectiveness of the Board and Board Committees. Company Secretary The Company Secretary has the prescribed qualification to act as secretary under the Companies Act, 2016. He is equipped with the skills and expertise to provide sound governance advice and ensure adherence to the relevant policies and procedures with regards to corporate governance issues, corporate secretarial and compliance matters. The Directors have direct access to the advice and services of the Company Secretary. The functions of the Company Secretary are as follows: • Responsible for advising the Directors of their duties, responsibilities, and obligations to disclose their interest in securities, prohibition on dealing of securities during the closed periods, restriction on disclosure of price sensitive information, disclosure of any conflict of interest and related party transaction as well as disclosure of necessary information as required under the relevant legislations. • Advise the Board on its responsibilities to disclose material information to the shareholders and financial markets on a timely basis.
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