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Datasonic Group Berhad
(Company No. 809759-X)
34
3.
REINFORCE INDEPENDENCE
3.1 Annual Assessment of Independence
The Independent Non-Executive Directors are required to disclose to the Board immediately,
any actual or potential conflict which may affect their independence. The Board affirms its
commitment to ensure such that conflict of interest situations will be avoided at all times.
The Board received confirmation inwriting of their independence from the Independent Directors.
The Board through the Nomination Committee reviewed and assessed the independence of the
respective Independent Directors. The Board is generally satisfiedwith the level of independence
demonstrated by all the Independent Directors, and their ability to act in the best interest of
the Company.
3.2 Tenure of Independent Directors
As at the end of the financial year under review, all the existing Independent Directors of the
Company have served the Board for less than nine (9) years.
3.3 Separation of positions of the Chairman and Managing Director
The roles of the Chairman and the Managing Director are segregated and clearly defined.
The Chairman who is an Independent Non-Executive Director is responsible for managing
the Board and ensures that all Directors receive sufficient and required information relevant
to the agenda laid out for the meeting of the Board to enable them to participate actively
in the Board’s deliberations and decisions. The Chairman is also responsible for ensuring the
integrity and effectiveness of the governance processes of the Board. The Managing Director is
responsible for the day-to-day management of the business to ensure that the business operates
continuously in conformity with the implementation of Board’s policies, strategies and decisions.
3.4 Composition of the Board
As at the date of this statement, the Board comprises fourteen (14) members, six (6) of whom
are Independent Non-Executive Directors, seven (7) are Executive Directors and one (1) is Non-
Independent Non-Executive Director, in compliance with Paragraph 15.02(1) of the MMLR of
Bursa Malaysia. Presently there are 2 female members on the Board, representing 14% of the
total Board members. The Board will review its composition and size from time to time.
A brief profile of each Director is presented on pages 6 to 12 of this Annual Report.
STATEMENT ON CORPORATE GOVERNANCE
(Continued)