EXCEL FORCE MSC BERHAD Annual Report 2017

25 EXCEL FORCE MSC BERHAD (570777-X) ANNUAL REPORT 2017 PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (cont’d) II Board Composition (cont’d) 5.0 Stakeholders are able to form an opinion on the overall effectiveness of the the Board and individual directors. (cont’d) 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) 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. III Remuneration 6.0 The level and composition of remuneration of directors and senior management take into account the Company’s desire to attract and retain the right talent in the board and senior management to drive the company’s long term objectives. The remuneration policies and decisions are made through a transparent and independent process. 6.1 The Remuneration Committee (“RC”) of the Company consists of three (3) Independent Non-Executive Directors and its composition is as follows : Name of Director Position Ng Kim Huat Chairman Aaron Sim Kwee Lein Member Lok Choon Hong Member The RC held one (1) meeting during the financial year to carry out its function as stated within the term of reference. The details of terms of reference of RC are available for reference at the Company’s website at www.excelforce.com.my. 6.2 The Remuneration Committee’s primary responsibility is to review and recommend the remuneration of Directors to the Board. The Board, as a whole, determines the remuneration of the Directors and the individual Director is required to abstain from discussing his own remuneration. In the case of Executive Directors, the remuneration scheme is structured based on corporate and individual performance. On the other hand, Non-Executive Directors are remunerated based on their experiences and the level of responsibilities undertaken by the respective Non-Executive Directors concerned. The Remuneration Committee will make its recommendations to the Board regarding the Company’s policy on the staff remuneration by taking into consideration the salary and employment conditions within the industry and benchmarks from comparable companies. The Remuneration Committee strives to be competitive, linking staff rewards with their performance and responsibilities. Corporate Governance Statement (cont’d)