KUMPULAN FIMA ANNUAL REPORT 2019

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The Audit Committee has been renamed the Audit and
Risk Committee with effect from 30 May 2019. The Audit
and Risk Committee continues to play a key role in the
governance over the Group’s financial reporting, risk
management, control and assurance processes and the
external and internal audit.
Chairman
Azizan bin Mohd Noor
Members
Dato’ Rosman bin Abdullah
Rozana Zeti binti Basir
Datuk Anuar bin Ahmad (Appointed: 26 June 2019)
Key objectives
Providing oversight of the Group’s system of internal
control, business risk management processes and
related compliance activities, effective governance over
the appropriateness of the Group’s financial reporting
including the adequacy of disclosures and monitoring the
performance of both the internal audit function and the
external auditors, Messrs. Hanafiah Raslan & Mohamad.
The terms of reference of the Audit and Risk Committee
is available on
governance.html.
The details of the Audit and Risk Committee activities
during the financial year are disclosed in the Audit and Risk
Committee Report of this Annual Report.
The Nomination and Remuneration Committee (“NRC”)
continues its work of ensuring that the Board composition
is right and that the governance is effective. NRC’s work
also included monitoring and considering the level
and structure of remuneration for the Executive/Non-
Executive Directors and senior management.
Chairman
Dato’ Rosman bin Abdullah
Members
Azizan bin Mohd Noor
Rozilawati binti Haji Basir
Key objectives
To make sure the Board comprises individuals with the
necessary skills, knowledge and experience to ensure that
it is effective in discharging its responsibilities and to have
oversight of all matters relating to remuneration structure of
the Directors and senior management.
FYE2019 highlights
• Assessed the composition, structure and size of the
Board and its Committees, including the independence
of the Company’s Independent Directors and their
tenure in office.
• Delivered recommendations to the Board for
appointment of Dato’ Idris bin Kechot and Datuk Anuar
bin Ahmad as Independent Non-Executive Directors
following an extensive search and review process.
• Reviewed the performance evaluation of the Board,
its Committees and individual Directors and making
appropriate recommendations to the Board.
• Reviewed the fees and allowances payable to the Non-
Executive Directors.
• Re-election and re-appointment of Directors at the
Company’s AGM.
• Delivered recommendations to the Board on the
proposed annual increment and performance reward of
the Group MD and senior management.
• Monitored and considered the level of remuneration for
the Group’s employees.
• Reviewed and oversaw the preparation of a new
salary structure for Group employees and making the
appropriate recommendations to the Board.
• Considered the outcome of the review of the Group
MD’s remuneration package undertaken by an
external consultant and making the appropriate
recommendations to the Board.
The terms of reference of the NRC is available on http://
AUDIT AND RISK
COMMITTEE
NOMINATION AND
REMUNERATION
COMMITTEE
corporate
governance
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