3. BOARD COMMITTEES 3.1 AC The AC assists in providing oversight on DNeX Group’s financial reporting, disclosure, regulatory compliance, and monitoring of internal control processes within DNeX Group. Besides that, the AC reviews quarterly financial results, unaudited and audited financial statements, internal and external audit reports, and related party transactions. The AC comprises three (3) members, all of whom are Independent Non-Executive Directors. The present members of the AC are as follows: Directors Designation Tun Noor Shahya bt Tun Abdul Razak Chairman Datuk Johar bin Che Mat Member Tan Sri Acryl Sani bin Hj. Abdullah Sani [1] Member Muhammad Radhi bin Azizan [2] Member Notes: [1] Appointed as the member of the AC of the Company with effect from 1 September 2023. [2] Resigned as the member of the AC of the Company with effect from 17 November 2023. The Terms of Reference of the AC are available on the Company’s website at www.dnex.com.my. The description of the activities carried out by the AC during the year is set out in the AC Report of this Integrated Report. 3.2 NRC Details of the composition, meetings convened, and the attendance of each NRC member at the NRC meetings held during the financial period ended 31 December 2023 are as follows: Name Designation Directorate Number of meetings attended Datuk Johar bin Che Mat Chairman Senior Independent Non-Executive Director 10/10 Dato’ Robert Fisher Member Independent Non-Executive Director 10/10 Zalina binti Shaher Member Independent Non-Executive Director 9/10 The composition of the NRC complies with paragraph 15.08A(1) of the MMLR of Bursa Securities and the Terms of Reference of the NRC. The NRC is comprised exclusively of Non-Executive Directors and chaired by a Senior Independent Non-Executive Director of the Company. The Terms of Reference of the NRC outlines its composition, frequency of meetings, and the power, duties, and responsibilities of the NRC. The Terms of Reference of the NRC are available on the Company’s website at www.dnex. com.my. The Group Finance Director, Chief People Officer and certain senior management members are usually invited to attend NRC meetings to provide briefings, updates, and clarifications on matters under the NRC’s purview. At Board meetings, the Chairman of the NRC would update the Board on matters that have been deliberated and considered at NRC meetings. Integrated Report 2023 155
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