MSM Malaysia Holdings Berhad Annual Report 2020

Investment andTender Committee Responsibilities & Duties • Review and endorse any procurement not covered in or vary from the GPPP or vary from any standard contract term for subsequent Board approval • Review and recommend and/or approve tender awards under the GPPP for capital expenditures (“CAPEX”) and operating expenses (“OPEX”) • Review and approve any variation order for awarded contracts and the limit of such variation order as set out in the Group LoA and GPPP • Review and recommend and/or approve the terminations of procurements within limits set out in the GPPP • Review status reports on procurement transactional efficiency and effectiveness, including amongst others, completion and delivery, spending against budget annually • Undertake any other necessary duties, as mutually agreed by the Investment and Tender Committee and the Board or any other authority • Review the Investment and Tender Committee Report in the Annual Report and recommend to the Board for approval Since its establishment, the Committee had three (3) meetings during 2020 and the key matters discussed are on the Ramping Up Plan on MSM Sugar Refinery (Johor) Sdn Bhd and related matters. The Board Committees are governed by their respective TOR. The Board Committees’ TORs are published in the Company’s corporate website at http://www.msmsugar.com/our-company/ corporate-governance. Our Company Secretary The Board is supported by a qualified and competent Company Secretary and has unrestricted direct access to the advice services of the Company Secretary to facilitate them in discharging their duties and responsibilities. Ms Koo Shuang Yen is the Company Secretary of MSM Group since 20 May 2011. The details of information on the roles and responsibilities of the Company Secretary can be found in the CG Report 2020 and Board Charter at Company’s corporate website at http://www.msmsugar.com/our-company/corporate-governance. Board Evaluation Assessment A formal performance evaluation of the Board and Board Committee is completed annually to assess the Board’s performance. Performance evaluation was conducted by the appointed Independent Facilitator for the Board as a whole, its Committees and contributions from each individual Board member. Further details on the Board Evaluation Assessment carried out is disclosed in the NRC Report on page 103 of this Annual Report. Our Board and Board Committee Meetings andAttendance The Board meetings conducted in 2020 were scheduled ahead and approved by the Board on 20 November 2019. The meeting schedule together with the draft agendas were structured to address the Board’s collective responsibilities in relation to strategy, performance and governance. There were fifteen Board meetings held during FYE 2020. Out of the numbers, ten were unscheduled meetings held on 30 April 2020, 15 June 2020, 24 July 2020, 7 August 2020, 28 August 2020, 7 September 2020, 23 September 2020, 28 September 2020, 23 November 2020 and 14 December 2020. Board agendas were set by the Chairman in consultation with the GCEO and assisted by the Company Secretary. Among the important issues discussed at the unscheduled meetings are: • The appointment of Independent Non-Executive Directors of MSM • Test After Completion (“TAC”) Status of the Tanjung Langsat Refinery • MSM Perlis Manpower Mobilisation Status MSM MALAYSIA HOLDINGS BERHAD Annual Repor t 2020 79 SUSTAINABILITY REPORT EFFECTIVE LEADERSHIP CORPORATE GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION DETAILS OF THE ANNUAL GENERAL MEETING