BIMB Integrated Annual Report 2017

MEMBERSHIP AND ATTENDANCE The BRC members and details of their attendance of the BRC meetings held during the Financial Year can be found on page 109 of this Integrated Annual Report. The BRC consists of three (3) Independent Non-Executive Directors and chaired by Encik Mohd Tarmidzi Ahmad Nordin (“ Encik Mohd Tarmidzi ”). Encik Mohd Tarmidzi is an Associate member of the Chartered Insurance Institute (UK) (ACII) and Fellow of the Malaysian Insurance Institute (AMII). Encik Mohd Tarmidzi has more than 30 years of experience in takaful and finance. The BRC is supported by the Group Risk Management Committee (“ GRMC ”) which is chaired by the Group Chief Strategy Officer. The other members of the GRMC are the Group Chief Financial Officer of BHB together, the Risk Officer of each key operating subsidiaries. The GRMC assists the BRC to effectively manage the key risk areas of the Company and Group and to ensure that an appropriate risk management system and internal controls are in place and functioning effectively. The BRC members have vast experience in fields such as finance, accounting, audit and procurement to enable them to discharge their responsibilities as members of the Committee. ROLE OF THE COMMITTEE The BRC was established on 11 October 2016 by the Board to assist the Board to carry out its responsibilities. Whilst the Board is ultimately responsible for the Company and its Group’s risk management framework, the BRC, facilitates and assists the Board to perform the oversight on the implementation of the Group’s risk management framework, to safeguard shareholders’ investments and the Group’s assets. This is in line with the requirements of the MCCG 2017 and the Listing Requirements as well as BNM’s CG policy. The purpose of the BRC is to assist the Board in ensuring that the Group has in place a sound and robust risk management framework and such framework has been effectively implemented to enhance the Group’s ability to achieve its strategic objectives. The Committee facilitates and assists the Board in fulfilling its statutory, oversight and fiduciary responsibilities to its stakeholders. The BRC’s salient responsibilities include the following: • Review and recommend to the Board the risk management policy statement and framework for the Company and its Group including the strategies, policies, the risk tolerance levels, governance and reporting structure; • Review and assess the adequacy of the risk management policies and framework in identifying, measuring, monitoring and controlling risks and the extent to which these risks are operating effectively; • Review and assess the adequacy of infrastructure, resources and systems at the subsidiaries and at the Company and its Group for an effective risk management; • Review the adequacy of relevant policies at the subsidiaries and the Company in meeting the relevant regulatory requirements as a Financial Holding Company including capital plan, dividend policy, investment and financing policy, single customer limit, business continuity plan, etc.; • Review and assess risk methodologies for measuring and managing risks arising from the subsidiaries’ overall management of all risks covering market, credit and operational through identified tools; • Regularly review the risk profiling reports by the subsidiaries to ensure all risks at the subsidiaries are effectively managed and assess the potential impact of those risks to the Group as a whole; • Review issues or findings by the relevant authorities that regulate the business and activities of the subsidiaries and the Company and assess the adequacy and effectiveness of the rectification measures; and • Oversee the functions of the Group Risk Management Committee. With effect from 31 May 2017, Tan Sri Ismail Adam was appointed as a member replacing Encik Zahari @ Mohd Zin Idris who retired on 17 May 2017. 137 Overview Value Creation Accountability Financial Statements Sustainability Performance Data Shareholders Information 21 st AGM Information Management Discussion & Analysis