Kimlun Corporation Berhad Annual Report 2019

Annual Report 2019 Kimlun Corporation Berhad CORPORATE GOVERNANCE OVERVIEW STATEMENT (cont’d) 35 The Board does not have a formal policy on boardroom and senior management diversity, nevertheless the Board is committed to ensuring directors and senior management of the Company possess diverse sets of skills, knowledge and experience. In addition, the directors of the Company must have the ability to devote sufficient time and attention to the Company, and are independent taking into account the candidate’s character, integrity and professionalism. On boardroom diversity, the current composition of the Board is diverse in terms of skills, experiences, gender, age and nationality. The background of each Director can be found on pages 6 to 9 of this Annual Report. Despite the Group is operating mainly in the construction industry which is male-dominant whereby males made up of 89% of the Group’s work force, the Board is supportive of the boardroom gender diversity recommended by MCCG 2017 as the Board currently has a female member (i.e. 12.5% of the Board). The Board is committed to have at least one female Director on the Board. Underpinning the Company’s boardroom gender diversity is the commitment to ensure that all Directors are appointed on merit, in line with the standards as set out in Paragraph 2.20A of the MMLR. The Board through the Nomination Committee (“NC”) will review the proportion of the female to male board members during the annual assessment of the Directors’ performance taking into consideration the appropriate skills, experience and characteristics required in the context of the needs of the Group. At the subsidiary companies level, 50% of the directors (other than those Director(s) who also serve on the board of subsidiary companies) appointed by the Company to represent its interest in the subsidiary companies are female. The Group practices equal employment opportunity, there are no barriers to employment or development in our Group by reason of an individual’s gender. The recruitment or promotion of a candidate to the position of senior management is dependent on our organisational needs, the candidate’s skills, experience, core competencies and other qualities. The Board is satisfied with the level of time committed by its members in discharging their duties and roles as Directors of the Company. All the Directors have high attendance at the Board meetings or committee meetings (where applicable) during FY2019, and complied with Paragraph 15.06 of the MMLR on the limit of five directorships in public listed companies. The Board acknowledges the recommendations by the MCCG 2017 that at least half of the board comprises independent directors. The Board will assess the impact of the recommendations on the composition of the Board, and endeavour to adopt the recommendation within one year. The Board does not consider that it is necessary to nominate a Senior Independent Non-Executive Director to whom concerns may be conveyed. All members of the Board have demonstrated that they are always available to members and stakeholders whereby all issues can be openly discussed during Board meetings. The composition and size of the Board are reviewed from time to time to ensure its appropriateness. Appointment The NC is responsible for making recommendations to the Board for the appointment of new Directors. All nomination to the Board shall first be considered by the NC, taking into consideration inter- alia the current and future needs of the Group, the Corporate Governance Guide issued by Bursa Securities and the credential of the potential Director. The NC shall meet with the shortlisted candidates to assess their suitability before formally considering and recommending them for appointment to the Board. In assessing the suitability of candidates, the NC shall consider the candidates’ characters, experiences, competencies, integrity, time commitment and other qualities, and board diversity including gender diversity and the mix of skills, qualifications, expertise and experience, knowledge, professionalism and integrity which would contribute to the overall desired composition of the Board. Based on the NC’s recommendation, the Board will evaluate and decide on the appointment of the proposed candidates. Prior to such appointment, the selected candidate will be briefed on the Company’s vision and mission, its philosophy and nature of business, the corporate strategy and the expectations of the Company concerning input from Directors.