Evaluation of Individual Directors and the Board
To propose a set of assessment mechanism and measurement system to evaluate effectively the performance of Individual Directors and the Board as a whole.
To implement through the Nomination Committee, a performance measurement system to assess the performance of the Board and each individual director to ensure their effectiveness.
- Evaluation of the Board
- Areas to be covered as part of the Board review are as follows:
- Analysis of the Board’s structure and composition, makeup of its various committees, the tenure and performance of Individual Board members.
- The Board’s roles and responsibilities, frequency and quality of information flow and presentation, frequency of Board meetings, decision making processes of the Board, its’ reporting to the shareholders and stakeholders.
- Results of strategy and performance objectives and their attainment issues related to succession planning and remuneration of senior management and its responsibility of the overall company performance which includes:
- Strategies, Business Plan and Policies;
- Risk Management Infrastructure and Policies;
- Procedures Governing self-serving practices and conflict of Interest; and
- Beneficial Influence on Community & Sustainability.
The effectiveness of the Board as a whole and the contribution of each director to the effectiveness of the Board and the contribution of the Board’s various committees shall be assessed on periodic basis.
- The performance of each individual director and the Board shall be assessed based on the following guidelines :-
- The awareness of the Menang Corporation (M) Berhad (‘Menang Group’) operating environment;
- Diligence in undertaking his/her duty and avoiding conflict of interest;
- Ability to exercise independent judgment in decision making and provide sound and objective advice to the Board;
- Ability to question the Management as and when deem appropriate;
- Ability to devote adequate time and attention to discharge his/her duty and responsibilities effectively;
- Able to participate and contribute effectively to the functions of the Board;
- Understanding of his/her role and “duty of loyalty” to the Group, its shareholders and other stakeholders;
- Strategic direction and corporate policies are implemented effectively;
- Board decisions are implemented and board of directors are responded to;
- Implementation of short and long term business plans;
- Providing strong leadership, effectively communicating a vision, management philosophy and business strategy to the employees;
- Keeping the Board fully informed of all important aspects of the Group’s operations and ensuring efficient information is distributed to the board members;
- Ensuring the day-to-day business affairs of the Group are effectively managed; and
- The overall Group’s financial performance.
THE BOARD OF DIRECTORS OF MENANG CORPORATION (M) BERHAD APPROVED THIS BOARD CHARTER ON 24 FEBRUARY 2020.