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CORPORATE GOVERNANCE
            OVERVIEW STATEMENT



            (PURSUANT TO PARAGRAPH 15.25 (1) OF THE MMLR OF BURSA SECURITIES)





            tHe baeC autHOrIty                                   MeetInGS
            The  BAEC  was  established  on  21  July  1998  by  the  Board  to    During the financial year under review, seven (7) BAEC meetings
            ensure  high  corporate  governance  practices  are  always   were  held.  This  satisfies  the  BAEC  Terms  of  Reference,  which
            maintained.                                          requires the BAEC to meet at least four (4) times a year.
            The  Board  has  established  a  transparent  relationship  and   The Chief Executive Officer, Group Chief Financial Officer and
            communication channel between BAEC and its external auditors,   Group Company Secretary, who is also the Secretary to the BAEC,
     INTEGRATED ANNUAL REPORT 2020  matter within its Terms of Reference. It has full access to and    were invited to the meetings to deliberate on matters within their
            internal  auditors,  Management  and  key  operating  subsidiaries
                                                                 attend BAEC meetings. The Chief Internal Auditor, the External
            with the BAEC. The BAEC has clear authority to investigate any
                                                                 Auditor and other Officers from the key operating subsidiaries
                                                                 purview.
            co-operation  from  Management  and  full  discretion  to  invite
            any BHB’s Nominee Director or Directors of the respective key
                                                                 The Group Company Secretary circulated action items from the
            operating  subsidiaries  to  attend  its  meetings.  The  external
                                                                 deliberations and decisions made during the BAEC meetings to
            auditors  of  the  key  operating  subsidiaries  will  also  be  invited
            to  the  BAEC  meetings  when  necessary.  The  BAEC  shall  have
                                                                 (7) days after the meetings for their further action.
            the necessary resources from the Group and has access to the
            information needed to discharge its function effectively. The BAEC   the Management and the respective stakeholders within seven
            is also able to obtain, at the Company’s expense, any professional   After the meeting, the BAEC Chairman updates the Board on the
     136    advice including the advice of independent professional and to   matters  deliberated.  Matters  reserved  for  the  Board’s  approval
            secure the attendance of the external adviser at its meeting if it   are tabled at the Board meetings.
            considers necessary to fulfill its obligations.
     BIMB HOLDINGS BERHAD 199701008362 (423858-X)  The summary of the activities performed by the BAEC for the financial year ended 31 December 2020 are as follows:
            tHe baeC aCtIvItIeS In 2020




                                    MatterS COnSIDereD
             areaS OF FOCuS
                                    •
                                        Reviewed and approved the 2020 Internal Audit Plan for BHB and its wholly-owned subsidiaries,
             Internal audit
                                        namely Syarikat Al-Ijarah Sdn. Bhd. and BIMB Securities (Holdings) Sdn. Bhd. on 24 August 2020.
                                        Ensure the internal audit plan includes the scope, procedures and frequency as well as adequacy
                                        and competency of internal audit resources.
                                        Reviewed the Internal Audit methodology in assessing the risk levels of various auditable areas
                                    •
                                        based on the impact and likelihood of the inherent risk, the controls in place and the existence of
                                        effective risk transfer in minimising potential losses from negligence or fraud.
                                        The approved Internal Audit Plan was established based on the staff strength of five (5) auditors
                                        with an estimated requirement of 53 man-days and a projected audit fee of RM16,000.00.

                                    •   Deliberated on the Internal Audit Report for BHB and its wholly owned subsidiaries as issued
                                        by the Internal Auditor on 26 March 2021, which amongst others focused on the effectiveness
                                        and  adequacy  of  governance,  risk  management  and  internal  control,  audit  rating  and
                                        recommendation.  The  Internal  Audit  Report  also  included  the  Information  Technology  Audit
                                        which assessed the adequacy of the IT information system and the necessary back-up systems
                                        to cover for contingencies or disaster. The Shariah Audit Report covers compliance to Shariah
                                        requirements on relevant documentation and zakat computation and payment.
                                    •   Ensured that appropriate corrective actions were taken by Management in a timely manner to
                                        address control weaknesses, policies and other areas identified by the Internal Auditors and other
                                        control functions.
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