BIMB Integrated Annual Report 2017
15 • Updating the Board of Directors on any development and changes in relevant laws, regulations and the impact on BHB’s business operation; • Assisting Directors and Management in executing various corporate proposals by ensuring Board decisions and instructions are properly communicated and carried out; • Acting as the point of contact to source for information and to assist the Board in its decision-making; Shareholders • Assisting in managing Shareholders’ communication and resolving their queries; • Organising Shareholders’ meetings as well as preparing all relevant documents required for the meetings; and • Managing BHB’s relationship with external stakeholders. The Company Secretary performs an oversight role in ensuring uniformity in conduct and adoption of best governance practices within BHB and its Group. The Company Secretary also serves as an adviser on matters pertaining to governance and facilitates the flow and sharing of information among the Board and Board Committees. For the period under review, the Company Secretary undertook the following: • Reviewed the Group level composition of the Board of Directors and Board Committees; • Participated and reviewed on the production of the Annual Report; • Conducted Board effectiveness assessment; • Updated the Board on monthly basis the Status of Compliance of BHB with regulatory requirements namely Bursa Securities Listing Requirements, Islamic Financial Services Act 2013, BNM’s Guidelines, Companies Act 2016 and Capital Market and Services Act 2007; • Conducted monthly assessment on the Board members’ number of directorship and external professional commitment in order to ensure that a director must not have competing time commitments that may impair his/her ability to discharge his/her duties effectively; • Conducted monthly assessment on the status of independence of Independent Director; • Issued notices on quarterly basis to refrain the Board of Directors from dealing in the Company’s listed securities based on the targeted date of announcement of the quarterly financial results; and • Organized in-house briefing for Directors andManagement on the New Companies Act 2016, Masterclass Shariah Training, Fund Transfer Pricing Training and briefing on impact of IFRS 17 on Takaful Industry as part of the Board’s Continuing Development, to enable them to discharge their responsibilities.
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