Wah Seong Corporation Berhad Annual Report 2017

GOVERNANCE WAH SEONG CORPORATION BERHAD ANNUAL REPORT 2017 37 1. MEMBERS AND MEETING Members and details of attendance of Directors at the Nomination Committee Meeting of the Company for the financial year ended 31 December 2017 are as follows: Name Of Director Directorship Date of Appointment No. of Meeting Attended Professor Tan Sri Lin See Yan (Chairman) Senior Independent Non-Executive Director 25 August 2014 2/2 Dato’ Seri Robert Tan Chung Meng (Member) Non-Independent Non-Executive Chairman 22 May 2002 2/2 Halim Bin Haji Din (Member) Independent Non-Executive Director 22 May 2002 2/2 2. ROLE OF THE NOMINATION COMMITTEE The Nomination Committee (“NC”) is responsible for assessing and making recommendations on any new appointments to the Board and its various Board Committees. The NC shall set the policy framework and: a. Recommend to the Board, candidates for all directorships to be filled by the shareholders or the Board after considering the candidates:- - skills, knowledge, expertise and experience; - professionalism; - integrity; and - in the case of candidates for the position of Independent Non-Executive Directors, to evaluate the candidates’ ability to discharge such responsibilities/functions as expected from the Independent Non-Executive Directors. b. Consider, in making its recommendations, candidates for directorships proposed by the Chief Executive Officer and within the bounds of practicability, by any other senior executive or any director or shareholder; and c. Recommend to the Board, directors to fill the seats on Board Committees. The actual decision as to who shall be nominated shall be the responsibility of the full Board after considering the NC’s recommendations. The individuals concerned should abstain from discussion of their own nomination. 3. TERMS OF REFERENCE i. Composition The NC shall be headed by a Non-Executive Chairman and its members shall comprise exclusively of Non-Executive Directors, a majority of whom are independent. ii. Quorum of Meetings A minimum of two (2) NC Members present in person shall constitute the quorum. Any other person(s) maybe invited by the NC and/or the Chairman from time to time to attend the NC meeting. NOMINATION COMMITTEE