BIMB Integrated Annual Report 2019

CORPORATE REPORTING AND RELATIONSHIP WITH STAKEHOLDERS The Board recognises the importance of timely, complete, accurate and equal dissemination of information with regard to the Company and its Group’s performance and other matters affecting Stakeholders’ interest. The Company is committed to providing effective and open communication in order to improve disclosure and transparency. Corporate Disclosure Policy (“CDP”) A CDP has been formulated to enhance BHB’s corporate governance, particularly in the area of transparent disclosure to the public. The purpose of the CDP is to enable Shareholders and Stakeholders to access business information beyond the Company’s financial disclosure. In addition, it ensures that both the Board and Management are able to communicate effectively with Stakeholders on a timely basis. Investor Relations/Stakeholders Policy The Company has in place an Investor Relations (“ IR ”) Policy to ensure that stakeholders, investors and the investment community, both local and international, as well as the general public are provided with relevant, timely and comprehensive information about BHB. The objective of the IR Policy is to lay down the principles and practices to be adopted by BHB in handling its communication so that investors and potential investors could make an informed investment decision and for the public at large to have a clear understanding of the Group and its objectives. Channels of dissemination of relevant and material information include: • Quarterly and Full Year Financial Results Announcements • Analysts Briefing Presentations • Conference and Roadshows • Media Coverage • IR section of the website Conduct at General Meetings In 2019, BHB held its AGM on 15 May 2019 with the Notice of the Agenda of the AGM issued to the shareholders on 19 April 2019 (this being 25 days before the meeting). Shareholders were encouraged to access the Integrated Annual Report online as part of the Company’s commitment to the environment and to achieve cost efficiencies. Shareholders were still provided with the Integrated Annual Report in CD-ROM format, a summarised version of the Financial Statements, Notice of AGM and Proxy Form. All Directors, External Auditors and Chief Executive Officers of respective key operating subsidiaries were present at the AGM to answer the shareholders’ questions. The AGM was conducted by poll/e-voting in accordance with Paragraph 8.29A of the MMLR (voting by poll). The outcomes of the voting on the proposed resolutions were disclosed to the market and posted on the Company’s website after the AGM. Minutes of the AGM were made available to the Shareholders four (4) weeks after the AGM. CONCLUSION The Board considers that BHB has complied and applied the Principles of the MCCG in year 2019, except for the following: Practice 4.5 The Board must have at least 30% woman Directors Practice 6.1 The board has in place policies and procedures to determine the remuneration of directors and senior management and made available on the company’ website. Practice 7.2 The remuneration of Top-5 key Senior Management on a named basis Practice 12.1 Notice for an Annual General Meeting should be given to the shareholders at least 28 days prior to the meeting Practice 12.3 To facilitate voting in absentia (Shareholders exercising their voting without being physically present at General Meeting) The Board has identified those Practices were there is a departure and these departure will be address as follows: • An explanation for the departure; • Disclosure of alternative practice adopted and how the alternative practice achieves the intended outcome; • Actions which BHB has taken or intends to take; and • The timeframe required to achieve application of the prescribed Practice. 149 BIMB HOLDINGS BERHAD 199701008362 (423858-X) Shareholders’ Information Financial Statements Additional Information Disclosure Summary