Sasbadi Annual Report 2018

41 ANNUAL REPORT 2018 CORPORATE GOVERNANCE OVERVIEW STATEMENT The Board of Directors (“the Board”) of Sasbadi Holdings Berhad (“Sasbadi Holdings” or “the Company”) is committed to implementing and maintaining principles and practices of good corporate governance within Sasbadi Holdings and our subsidiaries (“the Group”) in order to safeguard stakeholders’ investments and the Group’s assets. This statement provides an overview of the corporate governance practices by the Group during the financial year ended 31 August 2018. This overview takes guidance from the key principles laid out in the Malaysian Code on Corporate Governance 2017 (“MCCG 2017”) and is to be read together with the Corporate Governance Report which is available on the Company’s website at www.sasbadiholdings.com . PRINCIPLE A : BOARD LEADERSHIP AND EFFECTIVENESS 1. Board Responsibilities The Board is responsible for the overall strategic direction and leadership of the Group, the adequacy and effectiveness of the Group’s risk management and internal control system, compliance with the relevant laws and regulations, and maintaining an oversight over Management. The Board is guided by the Company’s Board Charter which outlines the roles and responsibilities, operation and processes of the Board. The roles and responsibilities of the Board include, among others, the following: • Review, challenge and approve the strategic plan prepared by the Management for the Group and to monitor the implementation of the plan; • Oversee the conduct of the Group’s business to ensure the objectives are met, the business is sustainable, and the relevant regulations are complied with; • Identify, assess and manage the principal risks affecting the Group through the implementation of an adequate and effective system; • Ensure that there are plans in place for orderly succession of senior management; • Review the adequacy and effectiveness of the Group’s risk management and internal control system; and • Oversee the implementation of an investor relations policy to enable effective communication between the Group and the shareholders and other stakeholders. In order to ensure the effective discharge of the Board’s functions and responsibilities, the Board delegates specific roles and responsibilities to three (3) Board Committees, i.e. Audit Committee, Nomination Committee and Remuneration Committee. 2. Separation of the Positions of Chairman and Managing Director The Board practises the separation of the positions of Chairman and Managing Director and the division in their responsibilities. Dato’ Salleh Bin Mohd Husein, who is an Independent Non-Executive Director, is the Chairman of the Group and he leads the Board in the oversight of Management while Mr Law King Hui, who is the Managing Director of the Group, focuses on the running of the business and day-to-day management of the Group. 3. 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, prepare and release of announcements to Bursa Malaysia Securities Berhad (“Bursa Securities”), and advising the Board on compliance with the relevant laws and regulations and adoption of corporate governance best practices.