19
Datasonic Group Berhad
(Company No. 809759-X)
1.
ESTABLISH CLEAR ROLES AND RESPONSIBILITIES (CONT’D)
1.6 Qualified and competent Company Secretary
The Company Secretary plays an advisory role in supporting the Board on matters relating to
the Company’s constitution, Board’s policies and procedures, compliance with theMainMarket
Listing Requirements (“MMLR”) of BursaMalaysia, Companies Act, 1965 and related regulations.
The principle responsibilities of the Company Secretary include:-
a) Assist the Board as a whole and the Board members individually, as to how their
responsibilities should be properly discharged in the best interests of the Group;
b) Provide full assistance to the Board and its committees on issues of compliance with rules
and procedures and statutory regulations;
c) Circulate relevant news articles, guidelines and updates on statutory and regulatory
requirements from time to time for the Board members’ reference and brief the Board on
these updates at the Board meetings; and
d) Ensures that all meetings of the Board and its committees are properly convened and that
deliberations, proceedings and decisions thereof are properly minuted and documented.
1.7 Board Charter
The Company’s Board Charter provides guidance and clarity for the Board regarding the roles
and responsibilities of the Board and the Board Committees, the requirements of Directors in
carrying out their roles and in discharging their duties towards the Company as well as the
Board’s operating practices.
The Board Charter will be periodically reviewed and updated in accordance with the needs
of the Company and any new regulation that may have an impact on the discharge of the
Board’s responsibilities.
The Board Charter is available for reference on the Company’s website at
.
com.my.
2.
STRENGTHEN COMPOSITION
2.1 Nomination Committee
The Nomination Committee comprises three (3) members, all of whom are Independent Non-
Executive Directors.
The members of the Nomination Committee and the details of their attendance at the
Nomination Committee meeting held during the financial period ended 31 March 2015 are as
follows:-
Nomination Committee Members Designation
Number of Meeting
Attended
Dato’ Wan Mohd Safiain bin Wan
Hasan
Chairman, Independent Non-
Executive Deputy Chairman
1/1
Datuk Dr. Aziz Jamaludin bin Hj
Mhd Tahir
Member, Independent Non-
Executive Director
0/1
Dato’ Zaiful Ayu Ibrahim bin
Ibrahim
Member, Independent Non-
Executive Director
1/1
STATEMENT ON CORPORATE GOVERNANCE
(Cont’d)