Sasbadi Annual Report 2017

42 SASBADI HOLDINGS BERHAD (1022660-T) I BER AD (10 2 60-T) accordance to that. Details on the activities on corporate social responsibility undertaken by the Group in FYE 31 August 2017 are set out in the Corporate Social Responsibility Report of this Annual Report. Recommendation 1.5 – Procedures for Board Members to Have Access to Information and Advice The Directors have full and unrestricted access to all information of the Group on a timely and accurate manner to enable them to discharge their roles and responsibilities effectively. In addition, the Directors have full and unrestricted access to the Company Secretaries, the external auditors and the outsourced internal auditors for advice and services. If required, the Directors, collectively and individually, are also entitled to seek external independent professional advice at the Company’s expense. This is provided for in the Company’s Board Charter. At the invitation of the Board or Board Committees, key management, external auditors and outsourced internal auditors will attend the meetings to present reports or information pertaining to their respective areas to the Board or Board Committees. Recommendation 1.6 – Support of Qualified and Competent Company Secretaries The Board is supported by two (2) qualified and experienced Company Secretaries, who are Associate members of the Malaysian Institute of Chartered Secretaries and Administrators (“MAICSA”) pertaining to corporate secretarial matters which include, among others, convening of Board, Board Committee and general meetings, preparation of circular resolutions and minutes of meetings, maintenance of statutory registers and records, release of announcements to Bursa Malaysia Securities Berhad (“Bursa Securities”), and advising the Board on compliance with the relevant laws and regulations. Recommendation 1.7 – Board Charter The Board is guided by the Company’s Board Charter which sets out, among others, the division of responsibilities and powers between the Board and the Management, the different Board Committees, and between the Chairman and the Group Managing Director. The Board Charter serves as a source of reference and primary induction literature for prospective board members and senior management. A copy of the Board Charter can be viewed at the Company’s website, www.sasbadiholdings.com . The Board Charter will be reviewed from time to time to ensure that it remains consistent with the Board’s objectives, and current law and practices. PRINCIPLE 2 – STRENGTHEN COMPOSITION Recommendation 2.1 – Nomination Committee The Board has established the Nomination Committee comprising the following members: Chairman: Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director) Members: Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman) Lim Hun Soon @ David Lim (Independent Non-Executive Director) All the members are Independent Non-Executive Directors and the Chairman, Dato’ Noor Rezan Binti Bapoo Hashim is our Senior Independent Non-Executive Director. The full Terms of Reference setting out the Nomination Committee’s composition, meeting proceedings, functions and reporting procedures, can be viewed at the Company’s website, www.sasbadiholdings.com . During FYE 31 August 2017, the Nomination Committee held a total of two (2) meetings. The attendance of the members of the Nomination Committee at the meetings is as follows: Member Attendance Dato’ Noor Rezan Binti Bapoo Hashim Dato’ Salleh Bin Mohd Husein Lim Hun Soon @ David Lim 2 out of 2 2 out of 2 2 out of 2 CORPORATE GOVERNANCE STATEMENT