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Annual Report 2017
79
statement on
corporate governance
1.5 Board Performance Evaluation
KFima believes that Board performance is ultimately reflected in the performance of the Group. The Nomination
and Remuneration Committee has the responsibility of assessing the effectiveness of the Board as a whole, and the
contribution of the Board Committees and each Director to the effectiveness of the Board.
For FYE2017, the Board engaged the assistance of Boardroom Corporate Services (KL) Sdn Bhd, an independent
external consultant to facilitate the annual evaluation process on the effectiveness of the Board, Board Committees and
an individual Director’s self and peer evaluation as well as Director’s skills set matrix. The evaluation included a review of
detailed questionnaires completed by each Director, which invited feedback on key areas such as:
1.
Effectiveness of the Board and Board Committees as a whole:
•
Board structure and operation;
•
Management relationship; and
•
Roles and responsibilities.
2.
Contribution of individual Director:
•
Knowledge, judgement and decision making;
•
Integrity and ethics;
•
Time commitment; and
•
Leadership.
The evaluation process also included individual interviews with each Director. The results of the performance evaluation
exercise are collected, analysed and presented to the Nomination and Remuneration Committee. The Nomination and
Remuneration Committee reviews and recommends to the Board the follow-up actions required to strengthen the
Board’s leadership so as to improve the effectiveness of the Board’s oversight of the Group. The findings from these
questionnaires and interview will form the basis of evaluation reports for the Board and its Committees.
The results of the evaluation have determined that overall, the Board continues to be functioning effectively with proper
commitment to their respective roles, including of time. The Board Committees were also judged to be functioning
efficiently and effectively. In addition, the evaluation had identified the strengths of the Board and its Committees and
highlighted areas for the Board to work on in order to prepare for future challenges.
1.6 Access to Information and Independent Advice
The Company Secretaries are always on hand to provide the Directors with the appropriate advice and services and
also to ensure that the relevant procedures are followed and rules and regulations are complied with. The Board is, from
time to time, updated on the relevant amendments to the MMLR as well as changes in the law, governance and other
regulatory requirements.
Prior to the Board Meetings, all Directors will receive a full set of board papers for each agenda item distributed in
advance of each Board meeting which include the comprehensive reviews and analysis of major operational, financial,
technical, legal and regulatory issues, reports of meetings of all committees of the Board including matters requiring the
full Board’s deliberation and approval, performance reports of the Group, business developments and updates and on
other matters of discussion and/or approval. The board papers are issued in sufficient time to enable the Directors to
appreciate the issues to be deliberated and where necessary, read and obtain further information or clarification. The
Board also reviews and approves all corporate announcements, including the announcement of the quarterly financial
results prior to releasing them to Bursa Malaysia Securities Berhad.