KENANGA ANNUAL REPORT 2017
Board Appointment Framework The Board, via the NRC, has put in place a formal and transparent framework governing the appointments of new Directors wherein the NRC will recommend the appointment of suitable candidate as Director of the Company and its subsidiaries to the Board for approval. With regard to skills and experience, processes had been put in place whereby the NRC would undertake a rigorous assessment of potential candidates, prior to any recommendations to the Board for appointment of a new Director. In recognition of the benefits of a diverse Board in terms of the ability to tap into the many talents which Board members from their different ages, cultural backgrounds, perspectives, views and abilities bring to the Company, as well as, their abilities to respond to business opportunities more rapidly and creatively, the Company has endeavoured and will continue to endeavour to achieve an appropriate mix of members. Induction Programme for Newly Appointed Director KIBB has developed an induction programme for newly appointed Directors, to familiarise them with the industry and KIBB’s business and operations, within three (3) months of their appointments. This induction programme, which is facilitated by the Group Company Secretary’s Office, will be by way of a briefing and discussion amongst the Senior Management with the newly appointed Directors, on the Company’s vision and mission, its philosophy and nature of business, current issues, the corporate strategy of the KIBB Group, responsibilities and duties of the Board as a whole, an overview of the risks of the businesses, risk management strategy of KIBB, legal requirements, compliance and regulations, as well as financial overview of the Group and the expectations of KIBB with regard to contributions from the Directors towards the Company’s achievement of its goals. Independent Directors appointed to the Boards of subsidiaries within the Group shall also be provided a similar induction programme tailored to reflect the scope of their appointments at the respective entities. Directors’ Continuous Education and Development The Company, via the Group Company Secretary’s Office facilitates the registration and attendance of Directors at appropriate external and in-house training programmes to ensure the Directors are kept abreast with new developments pertaining to the laws and regulations and changing commercial risks, which may affect the Board and/or the Company, as well as to ensure that they are fully equipped with the necessary knowledge to assist them in fulfilling their responsibilities as Directors of the Company. In addition to the Mandatory Accredited Programme as required by Bursa Securities, the Financial Institutions Directors’ Education (“ FIDE ”) Core Programme as required by BNM, as well as the Capital Market Director Programme (“ CMDP ”) as required by the SC for newly appointed Directors, Board members are also encouraged to attend training programmes conducted by highly competent professional which are relevant to the Company’s operations and business. In order to facilitate this process, the Annual Directors’ Training Calendar encompassing external training programmes available in the market and/or recommended by the Board members and/ or organised in-house, is developed and tabled at the NRC and the Board for approval in the first quarter of each year to create awareness amongst the Directors of training programmes available for the year. Thereafter, the NRC and the Board will be updated on the status of Directors’ participation in these training programmes on a quarterly basis. In developing the Annual Directors’ Training Calendar, feedback received from Directors during the Board evaluation process in terms of specific training needs required to increase the Board’s effectiveness, was also taken into consideration. Annual Report 2017 41 corporate governance overview statement
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