Sasbadi Annual Report 2019

PAGE 36 SASBADI HOLDINGS BERHAD CORPORATE GOVERNANCE OVERVIEW STATEMENT (continued) ➣ Reviewed the assessment of performance of the individual Directors, the Board as a whole and the Board Committees, and the independence of the Independent Directors, and was satisfied with the experiences, contributions, competencies and mix of skills of the Directors to enable the Board and the Board Committees to discharge their respective duties and responsibilities effectively, as well as with the independence of the Independent Directors. It was also concurred from the assessment that the Board could work as a team and arrive at consensual decisions. ➣ Reviewed and assessed the Directors who are subject to retirement by rotation and casual vacancy, before recommending to the Board the tabling for shareholders’ approval of the re-election of the said Directors at the previous Annual General Meeting (“AGM”) held on 29 January 2019. ➣ Reviewed the need for continuous training and development by the Directors. 9. Establishment of Remuneration Committee The Remuneration Committee comprises the following members: Chairman : Lim Hun Soon @ David Lim (Independent Non-Executive Director) Members : Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman) Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director) All the members are Independent Non-Executive Directors. The full Terms of Reference setting out the Remuneration Committee’s composition, meeting proceedings, functions and reporting procedures, can be viewed on the Company’s website, www.sasbadiholdings.com . A summary of the activities carried out by the Remuneration Committee during FYE 31 August 2019 is as follows: ➣ Discussed and reviewed the Directors’ fees for FYE 31 August 2019 prior to recommending to the Board the tabling for shareholders’ approval of the said fees at the previous AGM held on 29 January 2019. ➣ Discussed and reviewed the Executive Directors’ remuneration. ➣ Reviewed the employees’ unutilised annual leave. ➣ Reviewed the performance of the principal officers/key senior management of the Group for FYE 31 August 2018. 10. Board and Board Committee Evaluation The Board has also put in place a formal process for the assessment of performance of the individual Directors, the Board as a whole and the Board Committees, as well as the independence of the Independent Directors, and the assessment is done on an annual basis.