BIMB Integrated Annual Report 2017

9 In addition to the Board Charter, in discharging its duties, the Board is also guided by its Terms of Reference (“ TOR ”), a document which specifies the Board’s role, power, duties and functions. Chief Executive Officer (“CEO”) The Board Charter also include a section on the role of the CEO who is responsible for implementing action plans to achieve BHB’s goals and visions in accordance with the strategy, risk appetite, policies and performance requirement approved by the Board. The CEO leads the Management team in carrying out the strategy and vision of the Company and is accountable to the Board for the day-to-day management and operations of the Company. At the last Annual General Meetings held on 17 May 2017, Shareholders were given the opportunity to ask questions or seek clarifications before any resolutions are put forth for approval. The CEO briefed Shareholders on the Group’s financial performance. The Board, the Management of BHB and of its subsidiaries and the Company’s External Auditors were available to respond to Shareholders’ queries during the General Meeting. Stakeholders Engagement 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. For this purposes, BHB had established the following policies and activities in its effort to ensure that the Company obligations to shareholders and other stakeholders are understood and met. 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. In its effort to prevent any insider trading in the securities of the Company, the Board and principal officers of the Company must not trade on the basis of material information which is not known to the investing public. In this regard, notices on the closed period for trading in BHB listed securities based on the targeted date of announcement of the Group’s quarterly results are circulated by the Group Company Secretary on quarterly basis to refrain them from dealing in the Company’s listed securities based on the targeted date of announcement of the quarterly financial results