BIMB Integrated Annual Report 2017

ACTIVITIES MATTERS CONSIDERED BY THE BOARD Succession Planning The Board, through the Nomination and Remuneration Committee (“ NRC ”) is required to review potential candidates for Management positions and establish their remuneration. The Company’s nomination, selection and succession policies are formulated by the NRC. During the Financial Year under review, the Board/NRC had reviewed and appointed Encik Khairul Kamarudin as the new CEO on 8 August 2017 replacing the former Group CEO, i.e., Dato’ Sri Zukri Samat who retired on 8 June 2017. The Board/NRC had also considered and approved the proposed appointment of Tan Sri Ambrin Buang as the new Chairman, to replace Tan Sri Samsudin Osman who retired on 31 January 2018. The mix of skills, experience, expertise and qualification were analysed prior to their respective appointments. The Board is satisfied that the NRC has effectively discharged its duties pertaining to the nomination, remuneration and succession management functions as sets out in its TOR. Based on the annual evaluation for the Financial Year under review, the Board collectively concur that the succession plan for the CEO and Management as well as for the Company’s future leaders has been appropriately developed. Development and implementation of shareholder communication policy BHB continuously maintains its commitment to pursue the highest standards of corporate disclosure by disseminating accurate, consistent, transparent and timely information to its stakeholders. BHB’s Investor Relations (“ IR ”) Policy acts as the guiding principle for IR functions, assisting effective communication between the Management and the financial community, locally and abroad. During the period under review, three (3) analysts briefing sessions were held. Based on the annual evaluation for the Financial Year under review, the Board collectively agrees that the Management has successfully conducted the IR programmes. Review the adequacy and integrity of the Company’s information and internal control system The Board is responsible for ensuring that a sound reporting framework of internal controls and regulatory compliance is in place throughout the Company. Based on the annual evaluation for the Financial Year under review, the Board collectively concur that it has discharged its roles through the BRC/Audit and Examination Committee (“ AEC ”) whereby regular meetings were held in reviewing the effectiveness of the Company’s internal control system. Details of the Company’s internal control system and its effectiveness are provided in the Statement of Risk Management and Internal Control in this Integrated Annual Report. 101 Overview Value Creation Accountability Financial Statements Sustainability Performance Data Shareholders Information 21 st AGM Information Management Discussion & Analysis