Yinson Annual Report 2019

The Board recognises the importance of adhering to the Code and has taken measures to put in place a process to ensure its compliance. The areas covered are as follows: • Work environment; • Health and safety environment; • Anti-Bribery and Anti-Corruption; • Anti-Money Laundering; • Competition laws and regulations; • Intellectual property and proprietary information; • Insider trading; • Email, internet and information systems; • Managing internal and external communication; and • Company resources. The personnel, notably themembers of the Board and employees, constantly observe the Code and uphold integrity to exercise good judgement when carrying out their duties. The Code is available on the Company’s website at www.yinson.com . Anti-Bribery and Anti-Corruption Policy The Anti-Bribery and Anti-Corruption Policy established in June 2018 serves as a guideline on how the employees of the Company can do their part to eliminate any act of bribery and corruption within our organisation while requiring business partners and other relevant parties to commit to do the same. The policy also articulates the assertion of the Company that it takes a zero-tolerance approach towards fraud, in particular bribery and corruption, whether passive or active. The Anti- Bribery and Anti-Corruption Policy is available on the Company’s website at www.yinson.com . Whistleblowing Policy and Procedure TheWhistleblowing Policy and Procedure was revamped in June 2018 to facilitate the disclosure of any improper conduct (wrongdoings or criminal offences) within the Group. Whistleblowers who have concerns about suspected wrongdoings or misconduct are encouraged to come forward and express these concerns without fear of unfair treatment or reprisal. TheWhistleblowing Policy and Procedure also provides guidance on who can, what to, when to and how to disclose. The Company provides assurance of protection for genuine whistleblowers. TheWhistleblowing Policy and Procedure is available on the Company’s website at www.yinson.com . PART II – BOARD COMPOSITION Intended Outcome 4.0 Board decisions are made objectively in the best interest of the company, taking into account diverse perspectives and insights. The Board currently comprises eight (8) members of whom three (3) are Executive Directors, two (2) are Non-Independent Non-Executive Directors and three (3) are Independent Non-Executive Directors. The independence composition of the Board is 37.5% and two (2) out of eight (8) Directors are women. The Board believes an appropriate balance and mix of skills, knowledge, experience, background and gender ensure the effectiveness of the Board. In October 2018, Datuk Abdullah bin Karimwas appointed as Independent Non-Executive Director in place of Datuk Syed Zaid bin Syed Jaffar Albar. At the same time, Dato’ Wee Hoe Soon @Gooi Hoe Soon was re-designated as Senior Independent Non-Executive Director of the Company. The tenures of the other two (2) Independent Directors, namely Dato’ Wee Hoe Soon @Gooi Hoe Soon and Datuk Raja Zaharaton binti Raja Zainal Abidin are less than three years. The profiles of the Directors and Board diversity charts are provided on pages 70 to 73 of the 2019 Annual Report. Diversity Policy The Diversity Policy established in January 2018 sets out an approach to achieve diversity in the Company’s Board and Senior Management positions. In designing the Board’s composition, Board diversity has been considered from a number of aspects, including but not limited to gender, age, ethnicity, cultural, educational background, professional experience, skills and knowledge. The Board delegates to the Human Resources and Capital Development Department the role of promoting a corporate culture which embraces gender, age and ethnicity diversity. The Diversity Policy is available on the Company’s website at www.yinson.com . Corporate Governance Overview Statement Yinson Holdings Berhad ANNUAL REPORT 2019 82