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CHAIRMAN’S DELIVERING MSM MANAGEMENT DISCUSSION GROUP FINANCIAL
STATEMENT VALUE OVERVIEW & ANALYSIS REPORT
CORPORATE GOVERNANCE OVERVIEW STATEMENT
MSM Governance Framework provides an overview on the A: BOARD LEADERSHIP AND EFFECTIVENESS
Corporate Governance practices of MSM Group under the
leadership of the Board and guided by the following key Roles and Responsibilities of Directors
principles:
The Board’s oversees the MSM Group businesses and
(a) Board leadership and effectiveness its performance for the MSM Group long-term success,
working with the Senior Management to achieve the MSM
(b) Effective audit and risk management Group strategic objectives and the delivery of sustainable
value to its Stakeholders.
(c) Integrity in corporate reporting and meaningful relationship
with stakeholders. The Board is primarily responsible for the MSM Group overall
76 strategic plans and directions, overseeing the conduct of
MSM’s application of the practices in relation to the the businesses, risk management, succession planning
MCCG 2017 are provided in the Corporate Governance of Senior Management, implementing investor relations
MSM MALAYSIA HOLDINGS BERHAD Annual Report 2020
Report (“CG Report 2020”) as available on the Company’s programmes and ensuring the system of internal controls
corporate website at http://www.msmsugar.com/investor- and management information system are adequate and
relations/annual-reports.
effective.
Focus on Strong Governance
Details of information on the Board’s roles and
We are focused on ensuring that integrity remains paramount responsibilities together with the Board’s reserve
in the conduct of our business across the MSM Group. matters can be found in the Board Charter which is
We would like to emphasise that the Board does not made available on the Company’s corporate website at
tolerate failure to comply with either our legal obligations or http://www.msmsugar.com/our-company/corporate-governance.
internally mandated high standards of behaviour. With this Board of Directors
in mind, the MSM Group is well positioned to continue to
improve its performance in future years. We believe that we Under the Company’s constitution, the number of Directors
have an experienced and committed Board who continue to shall not be less than two (2) and not more than twelve (12).
focus on promoting the success and long-term sustainable The composition of the Board is in compliance with Paragraph
value of the Group. We will continue to monitor the balance 15.02 of the MMLR. As at the date of this statement, there are
of skills, experience and knowledge on the Board and eight (8) members on the Board, comprising:
ensure that it remains appropriate and relevant to drive the
Group’s strategy forward over the coming years. • Six (6) Independent Non-Executive Directors; and
Commitment to Anti-Bribery and Anti-Corruption • Two (2) Non-Independent Non-Executive Directors.
We have put in place our adequate procedures such as, The composition of the Board is reviewed annually by the
Anti-Bribery Policy Statement and Whistleblowing Policy at Nomination and Remuneration Committee (“NRC”) to
MSM website in compliance with Paragraph 15.29 (1) and (2) ensure effective balance diversification of gender, skill-sets,
of MMLR guided by the Guidelines on Adequate Procedures, experience and knowledge. The profiles of the Directors are
Section 17A (5) of the Malaysian Anti-Corruption Commission presented on pages 68 to 71 of this Annual Report.
(“MACC”) Act 2009 (Amendment Act 2018). Three (3) key focus
areas were examined – Corruption, Fraud and Abuse of power. Appointments to the Board are made via formal, rigorous
and transparent process, premised on meritocracy and
Anti-Bribery Policy Statement and Whistleblowing Policy taking into account objective criteria such as competencies,
are available on the Company’s corporate website at experience, character, integrity, diversity and the ability to
http://www.msmsugar.com/our-company/corporate-governance. devote time as needed.