EXCEL FORCE MSC BERHAD Annual Report 2020

EXCEL FORCE MSC BERHAD - ANNUAL REPORT 2020 27 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 Board and individual directors. The Company conducts an annual assessment to evaluate the effectiveness of the Board and the Board committee as well as the performance of each individual director through the Nomination Committee (“NC”). The NC will evaluate the overall performance rating and implement improvement plan on less performance area. The NC of the Company comprises exclusively Independent Non-Executive Directors and its current composition is as follows:- Name of Directors Position Puan Mohaini binti Mohd Yusof Chairman Datuk Mat Noor bin Nawi Member Dato’ Sri Ismail bin Ahmad (appointed on 1 July 2020) Member The NC meets at least once a year to carry out the activities as enshrined in its terms of reference, or more frequently as the need arises, at the discretion of the Chairman of the NC. The NC has access to any form of independent professional advice, information and the advice and services of the Company Secretaries, if and when required, in carrying out its functions. The Company Secretaries shall record, prepare and circulate the minutes of the meetings of the NC and ensure that the minutes are properly kept and produced for inspection if required. The NC is authorised by the Board to act as follows: (a) To review nominations of new directors based on selection criteria such as the incumbent's credential and their skills and contributions required by the Company. (b) To ensure that the Board has an appropriate balance of skills, expertise, attributes and core competencies from its member. (c) To recommend to the Board the potential directors to fill the seats of the Board Committees. (d) To assess annually the effectiveness of the Board, its Committees and the contribution of each Director. (e) To review succession plans for members of the Board. (f) To recommend training needs to the Directors. The NC 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 NC for the Board's reviewand 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 financial year, the NC held one (1) meeting to carry out its function as stated within the term of reference. The NC reviewed the present composition of the Board and was of the view that the composition of the Board was made up of a balance mixture of skills and professionalism, no additional board member is required for the time being. All Directors have completed the Director’s Self-Assessment Formand the Performance Evaluation Sheet (PES) for the assessment of the Board and Board Committees. The NC noted that there were no major issues of concern. CORPORATE GOVERNANCE OVERVIEW STATEMENT (CONT’D)