84 Kenanga Investment Bank Berhad Annual Report 2021 Our Sustainability Approach About This Report We Are Kenanga Message From Chairman and GMD Tenure of Independent Directors In compliance with BNM’s Policy Document on Corporate Governance and as set out in KIBB’s Board Charter, the tenure of an INED should not exceed a cumulative term of nine (9) years. Upon completion of nine (9) years, an INED may continue to serve on the Board as a NINED subject to BNM’s prior approval being obtained. An extension beyond nine (9) years would subject the INED to a rigorous review in determining whether he/ she could still maintain the quality of detached impartiality and objectivity in approaching any issues discussed or presented for approval which could be impaired due to familiarity which increases with tenure. Notwithstanding the aforementioned, as deliberated by the Board of KIBB at its meeting on 29 July 2021 on the application and adoption of Practices and Step-Up Practices of the revised MCCG, moving forward and in the spirit of the MCCG, Clause 3.3 of KIBB’s Board Charter would be revised to incorporate a formal policy which limits the tenure of an INED to nine (9) years without further extension in line with Step Up Practice 5.4. Based on the current Board composition, none of the INED’s tenure exceeds nine (9) years. The profile of each Director is available on pages 60 to 67 of this Annual Report. Board and Board Committee Meetings In 2021, twelve (12) Board meetings were held, three (3) of which were special meetings which were convened to consider urgent proposals that required the Board’s expeditious review and deliberation. As stipulated in the Board Charter and the Constitution of the Company, a Director of the Company must attend at least 75% of the Board meetings held during the financial year, in line with the requirement of BNM’s Policy Document on Corporate Governance. During the Financial Year Ended 31 December 2021, most of the Directors of the Company attended 100% of the Board meetings convened, demonstrating a strong commitment and dedication of the Board members in fulfilling and discharging their respective roles and responsibilities as Directors of the Company. Given the circumstances surrounding the COVID-19 pandemic and the implementation of the various Movement Control Orders by the Government of Malaysia commencing March 2020, all meetings of the Board and Board Committees were held in accordance with the Standard Operating Procedures put in place by the respective authorities and regulators. The Directors’ attendance at Board and Board Committee meetings held during the Financial Year Ended 31 December 2021 are provided below. Board Number of Meetings Name of Director Held(1) Attended Percentage (%) Tan Sri Dato’ Seri Syed Anwar Jamalullail 12 100.0% Datuk Syed Ahmad Alwee Alsree(2) 8 87.5% Dato’ Richard Alexander John Curtis(2) 8 87.5% Luigi Fortunato Ghirardello 12 100.0% Ismail Harith Merican 12 100.0% Luk Wai Hong, William 12 100.0% Jeremy Nasrulhaq 12 100.0% Norazian Ahmad Tajuddin 12 100.0% Kanagaraj Lorenz 12 100.0% Choy Khai Choon(3) 0 0% Note (1) Reflects the number of meetings held during the time the Director held office. (2) Resigned from the Board of KIBB on 11 June 2021. (3) Appointed as a NINED on 13 December 2021. 12 12 12 12 12 12 12 7 7 0
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