Excel Force MSC Berhad Annual Report 2016

EXCEL FORCE MSC BERHAD ANNUAL REPORT 2016 21 The Company Secretary shall record, prepare and circulate the minutes of the meetings of the Nomination Committee and ensure that the minutes are properly kept and produced for inspection if required. The Nomination Committee is authorised by the Board to act as follows:- • To review nominations of new directors based on selection criteria such as the incumbent’s credentials and their skills and contributions required by the Company. • To ensure that the Board of Directors has an appropriate balance of skills, expertise, attributes and core competencies from its member. • To recommend to the Board of Directors the potential directors to fill the seats of the Board Committees. • To assess annually the effectiveness of the Board, its Committees and the contribution of each Director. • To review succession plans for members of the Board. • To recommend training needs to the Directors. The Nomination Committee will evaluate the effectiveness of the Board as a whole, including Board Committees and the contribution of each Director annually and properly documented. The performance evaluation process established shall include clear evaluation criteria and communicated to each individual Director. All report shall be gathered and assessed by the Nomination Committee for the Board’s review and approval. The evaluation will be done at least once a year to gauge the effectiveness of the Board’s performance, the adequacy of the blend of skill sets and experience of the Board. During the year, the performance evaluation indicated that the Board continues to function effectively. Criteria for assessments:- a) Contribution to Interaction, Quality of Input, Understanding of Role, Board Chairman’s Role (for individual director assessment) b) Board Structure, Board Operations, Board Roles and Responsibilities, Board Chairman’s Role and Responsibilities (for Board assessment) c) Is the committee providing useful recommendations? Do the members have sufficient and relevant expertise in fulfiling their roles? Are committee chairs properly and providing appropriate reporting and recommendations to the Board? (for Board Committee assessment) Appointments to the Board and Re-election Theappointment of anyadditional Director ismadeasandwhen it isdeemednecessaryby theexistingBoardupon recommendation from the Nomination Committee with due consideration given to the mix of expertise and experience required for an effective Board. The Nomination Committee reviews and assesses the Board composition yearly to ensure that it has balance mixed skills and business experience to contribute to the success of the Group. The assessment is on merit based. Currently, the Company does not have a policy on boardroom diversity but believes in providing equial opportunity to all candidates. In accordance with the Company’s Articles of Association, all Directors shall retire from office at least once every three (3) years, but shall be eligible for re-election. At the forthcoming AGM, Mr. Ng KimHuat and Mr. Lok Choon Hong are standing for re-election pursuant to Article 103 whilst Dato’ Dr. Norraesah Binti Haji Mohamad and Mr. Wong Kok Chau shall retire from office and eligible for re-election pursuant to Article 110. Their profiles are set out in the section on Directors’ Profile of this Annual Report. The terms of reference of the Nomination Committee can be viewed at the Company’s website: www.excelforce.cm.my in line with Paragraph 15.08A(2) of MMLR. The Remuneration Committee The Company has established the Remuneration Committee on 27 February 2007, consisting of two (2) Independent Non- Executive Directors and the Managing Director. statement of Corporate Governance (cont’d)