Corporate Governance

 

 

 

ASSESSMENT MECHANISM AND MEASUREMENT SYSTEM FOR BOARD OF DIRECTORS ("Board") AND INDIVIDUAL BOARD MEMBERS

    1. Introduction

      To propose a set of assessment mechanism and measurement system to evaluate effectively the performance of Individual Directors and the Board as a whole.

    2. Objective

        To implement through the Nomination Committee, a performance measurement system to assess the performance of the Board and each individual director to ensure their effectiveness.

    3. Evaluation of the Board
      1. Areas to be covered as part of the Board review are as follows:
        1. Analysis of the Board’s structure and composition, makeup of its various committees, the tenure and performance of Individual Board members.
        2. The Board’s roles and responsibilities, frequency and quality of information flow and presentation, frequency of Board meetings, decision making processes of the Board, its’ reporting to the shareholders and stakeholders.
        3. Results of strategy and performance objectives and their attainment issues related to succession planning and remuneration of senior management and its responsibility of the overall company performance which includes:
          • Strategies, Business Plan and Policies;
          • Risk Management Infrastructure and Policies;
          • Procedures Governing self-serving practices and conflict of Interest; and
          • Beneficial Influence on Community & Sustainability.
    4. Evaluation of Individual Directors and the Board
      1. The performance of each individual director and the Board shall be assessed based on the following guidelines :-
        • The awareness of the Menang Corporation (M) Berhad (‘Menang Group’) operating environment;
        • Diligence in undertaking his/her duty and avoiding conflict of interest;
        • Ability to exercise independent judgment in decision making and provide sound and objective advice to the Board;
        • Ability to question the Management as and when deem appropriate;
        • Ability to devote adequate time and attention to discharge his/her duty and responsibilities effectively;
        • Able to participate and contribute effectively to the functions of the Board;
        • Understanding of his/her role and “duty of loyalty” to the Group, its shareholders and other stakeholders;
        • Strategic direction and corporate policies are implemented effectively;
        • Board decisions are implemented and board of directors are responded to;
        • Implementation of short and long term business plans;
        • Providing strong leadership, effectively communicating a vision, management philosophy and business strategy to the employees;
        • Keeping the Board fully informed of all important aspects of the Group’s operations and ensuring efficient information is distributed to the board members;
        • Ensuring the day-to-day business affairs of the Group are effectively managed; and
        • The overall Group’s financial performance.
    5. The effectiveness of the Board as a whole and the contribution of each director to the effectiveness of the Board and the contribution of the Board’s various committees shall be assessed on periodic basis.

    THE BOARD OF DIRECTORS OF MENANG CORPORATION (M) BERHAD APPROVED THIS BOARD CHARTER ON 24 FEBRUARY 2020.