KENANGA ANNUAL REPORT 2020

49 ANNUAL REPORT 2020 // KENANGA INVESTMENT BANK BERHAD • 2019 Annual Performance Bonus and 2020 Annual Salary Increment for the Group • Revised Succession Plan for Management KRPs • 2020 Annual Balanced Scorecards for Management KRPs • Assessment on the Fitness and Propriety and the Re-Appointment of Members of the Shariah Committee of KIBB and their Remuneration • Revision of KIBB’s Shariah Committee’s Terms of Reference • Expansion of the Roles and Responsibilities and Renaming of the Group Nomination & Remuneration Committee to “Group Governance, Nomination & Compensation Committee” Board Appointment Framework The Board, via the NRC, has put in place a formal and transparent framework governing the appointments of new Directors and Board Committee members, wherein the NRC will recommend the appointment of suitable candidate as Director and Board Committee member 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 will undertake a rigorous assessment of potential candidates, prior to making 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 the Board members with their different ages, cultural backgrounds, perspectives, views, abilities and gender 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 to achieve diversification, not only in terms of gender, but also skills set, expertise, experience, as well as, ethnic background. With regard to gender diversity, although, as at 31 December 2020, the Board only comprised one (1) female Director in its composition, the Board will endeavour to source for suitable female candidates for future appointment as and when changes to the Board composition are required or reviewed, in line with the Company’s business direction and strategic goals. During the Financial Year Ended 31 December 2020, the composition of the Board of KIBB was revised with the appointment of the new Chairman, YAM Tan Sri Dato’ Seri Syed Anwar Jamalullail on 1 July 2020, in place of Encik Izlan Izhab. Encik Izlan Izhab, who had served as the Chairman of the Company since 7 February 2017, had, however, remained on the Board of KIBB as an INED until 31 December 2020. Encik Izlan retired from the Board of KIBB on 1 January 2021. Board Education and Development 1. 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 Director, on the Company’s vision and mission, its philosophy andnatureof business, current issues, thecorporate strategy of the 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 achievement of the Company’s goals. During this induction programme, the newly appointed Director will also be briefed on the Company’s governance framework, the Board processes, as well as, his/ her individual roles and responsibilities as a Board member. Non-Executive Directors appointed to the Boards of subsidiaries within the Group shall also be provided with similar induction programme tailored to the scope of their appointments at the respective entities. As a new Chairman and INED of the Company, YAM Tan Sri Dato’ Seri Syed Anwar Jamalullail had completed the in-house Induction Programme for Newly Appointed Director on 24 September 2020. 2. Directors’ Continuous Education and Development The Company, via the Group Company Secretary’s Office, facilitates the participation and attendance of Directors at appropriate external and in-house training programmes to ensure the Directors are kept abreast of new developments pertaining to the laws and regulations, the changing commercial risks, as well as, technology and cyber security issues, which may affect the Board and/ or the Company and to ensure that they are fully equipped with the necessary knowledge to assist them in discharging their responsibilities as Directors of the Company.