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• RMC is a sub-committee of the Audit and Risk

Committee.

• Supports the Audit and Risk Committee in the

development and implementation of the Group’s risk

management and internal control framework.

• RMC is composed of Board representatives from

KFima and Fima Corporation Berhad (“FimaCorp”)

(the Group’s listed subsidiary) and FimaCorp’s Chief

Operating Officer.

• RMC is supported by the Risk Management

Unit (“RMU”) which is made up of executives/

management of the respective business units.

The RMU is responsible for managing, mitigating

and monitoring strategic and operational risks at

company/divisional level.

• Responsible for ensuring the Group’s compliance

with its continuous disclosure obligations and for

overseeing the Company’s disclosure practices

under the Company’s Corporate Disclosure Policy.

• The committee comprises various members of

Group senior management.

• Deliberates on the performance and conduct of

the Group’s operating units including the status of

internal audit findings, implementation of Group

policies and examining all strategic matters affecting

the Group.

• The HOD comprises of Group MD as Chairman and

all heads of divisions and support function.

• The GSC oversees how the Group’s sustainability

programs support business goals and aspirations,

and to monitor the progress thereof.

• Consists of representatives from the Boards of KFima

and FimaCorp and members of senior management.

• The GSC’s Terms of Reference can be found on the

Company’s website.

• Project committees and teams are set up at the

divisional and operating levels by the respective

management.

• The committees and teams comply with the best

practices in good governance, subject always to the

counsel of the Board and compliance with any policy

and delegated authority limits set by the Board.

• Progress reports on the respective projects are

submitted to the Board of the subsidiary and KFima,

as may be necessary in the circumstances.

Risk Management

Committee (“RMC”)

Disclosure

Committee

Heads of Divisions

(“HOD”)

Group

Sustainability

Committee (“GSC”)

Ad-Hoc Committees

and Teams

The Board is also supported by various committees which have been established to assist in the discharge of

the Board’s oversight functions. The committees are:

Meetings and Time Commitment

The Board meets regularly at least four (4) times

a year at quarterly intervals and holds additional

meetings as and when the Board thinks appropriate.

All Directors are expected to allocate sufficient time

to their role on the Board and Committees on which

they serve in order to discharge their responsibilities

effectively. Details of Board and Committee

attendance at FYE2019 are disclosed herein.

Throughout FYE2019, Directors also participated

in the consideration and approval of matters of the

Company by way of written resolutions circulated to

them. Supporting written materials were provided in the

circulation and verbal briefings were given by the Group

MD or the Company Secretaries when required.

Kumpulan Fima Berhad

(11817-V)

Annual Report 2019

70