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7 7

Kumpulan Fima Berhad (11817-V) •

Annual Report 2018

COrporate governance overview statement

Related Party Transactions

An internal compliance framework exists to ensure its obligation under the Listing Requirements, including obligation to

related party transactions and recurrent related party transactions. The Board, through its Audit Committee, reviews and

monitors all related party transactions and conflicts of interest situation, if any, on a quarterly basis. A Director who has an

interest in a transaction must abstain from deliberating and voting on the relevant resolutions, in respect of such a transaction

at the meeting of the Board and AGM.

Details of the proposed renewal of shareholders’ mandate for recurrent related party transaction is set out in the Circular/

Statement to Shareholders dated 31 July 2018.

PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL

RELATIONSHIP WITH STAKEHOLDERS

I.

COMMUNICATION WITH STAKEHOLDERS

Shareholders and other stakeholders are informed of all material matters affecting the Company through Bursa Malaysia

announcements including the Company’s quarterly financial results. The Company’s corporate website is also the primary

source of information for investors. It houses the Company’s corporate profile, individual profiles of Directors and senior

management, financial results, annual reports, corporate governance related policies and the Company’s operations and

major subsidiaries.

II. CONDUCT OF GENERAL MEETINGS

The Board views the Company’s general meetings as a valuable opportunity for shareholders to exchange views and engage in

active dialogue with the Board. At the Company’s 45

th

AGM held on 23 August 2017, all Directors including the Chair of Board

Committees were present in person to engage directly with shareholders and proxies. The Company’s external auditors, attend the

AGM and are available to answer questions about the conduct of the external audit as well as the preparation and content of the

auditor’s report.

The AGM notice includes details of the resolutions proposed along with any relevant background information or recommendations.

The Notice of 45

th

AGM of the Company was delivered to the shareholders on 28 July 2017 and was also published in the local

English newspapers and made available on the Company’s website. The voting at the 45

th

AGM was conducted through electronic

voting system. The proceedings at the AGM were recorded in the minutes of meeting and disclosed to shareholders through the

Company’s website.

This Corporate Governance Overview Statement was approved by the Board of Directors on 25 June 2018.