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CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(PURSUANT TO PARAGRAPH 15.25 (1) OF THE MMLR OF BURSA SECURITIES)
bOarD CHarter
The details of the roles and responsibilities of the Board, Board Committees, the Chief Executive Officer, the Company Secretary and
Key Senior Officers are defined in the Board Charter. The Board Charter is reviewed every two (2) years, or when there are material
changes to the governance structure, process or procedures to ensure relevance and function for the Board’s needs. In addition to the
Board Charter, in discharging its duties, the Board is also guided by its Terms of Reference, a document which specifies the Board’s
role, powers, duties and function. The Board Charter and Terms of Reference are available at BHB’s website www.bimbholdings.com.
INTEGRATED ANNUAL REPORT 2020 The following matters prescribed in the Board Charter and the Terms of Reference are specifically reserved for the Board’s approval:
MatterS reServeD FOr tHe bOarD
bOarD reServe MatterS
Strategy
•
Any corporate exercise which include acquisition or divestment of strategic interest
•
Risk appetite setting
risk/Controls • Strategic policy matters which include business plan, budget and corporate structure
• Entry into any related party transaction
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• Review on the adequacy and integrity of the Company’s internal control system
Finance • Financial results and declaration of dividends
Any significant operating and credit policies
•
BIMB HOLDINGS BERHAD 199701008362 (423858-X) Operations • Declaration of dividends
Capital management plan
•
•
Authority limits including discretionary authority
Major acquisition or disposal of capital expenditure
•
•
Any new outsourcing proposals
•
Oversight and evaluation of the conduct and performance of the Company
Succession Planning
board Matters
•
Appointment and remuneration of Directors, the Chief Executive Officer and Key Senior Officers
•

