Bank Islam Integrated Annual Report 2020

Board Commitment The Board commits itself and its Directors to ethical and lawful conduct, including proper use of authority and appropriate decorum when acting as Board members. The Board is of the view that the provisions of the Companies ƺɽ ѵѳѴѹ ƃɨǉ ƃǁǉɧʍƃɽǉ ɽɁ ǉȶɰʍɨǉ commitment by the Directors to perform their duties responsibly and that each Director is able to commit his/her time sufficiently to the Company. The Board Charter stipulates that the ma x imum numbe r o f ex t e r na l professional commitments of each AȈɨǉƺɽɁɨ ȴʍɰɽ ȶɁɽ ǉʯƺǉǉǁ ɽǉȶ ӯѴѳӰӗ Ɂǹ which the number of directorships in listed companies should not exceed five ӯѸӰ ʍȶȢǉɰɰ ʥȈɽȃ ɥɨȈɁɨ ƃɥɥɨɁʤƃȢ Ɂǹ ɽȃǉ 9Ɂƃɨǁӝ ɰ Ɂǹ ɽȃǉ ǁƃɽǉ Ɂǹ ɽȃȈɰ ɨǉɥɁɨɽӗ ƃȢȢ Directors have complied with these requirements and the Board is satisfied that the total number of professional commitments held by the Directors have not impaired their ability or judgement i n d i s cha r g i ng the i r r o l e s and responsibilities. The D i r e c t o r s ’ commi tment i n d i s ch a r g i n g t h e i r du t i e s a n d responsibilities is further reflected by their attendance at meetings of the Board and Board Committees held during the financial year under review. The Board is satisfied with the level of commitment given by the Directors toward f ul f i l l ing thei r roles and responsibilities. Separate roles of Chairman and Chief Executive Officer (CEO) The positions of Chairman and CEO are held separately by Tan Sri Dr. Ismail Hj. Bakar and Mohd Muazzam Mohamed, respectively. This segregation ensures a clear distinction between the Chairman’s responsibility to manage the Board and the CEO’s responsibility to manage the Bank’s business. The Chairman of the Bank is an ȶǁǉɥǉȶǁǉȶɽ ÇKAӝ ěȃǉ :ȃƃȈɨȴƃȶ Ȉɰ primarily responsible for the stewardship and smooth functioning of the Board and the fulfilment of its obligations to the Bank. Key roles and responsibilities of the Chairman: The CEO is responsible for the overall operations of the Bank’s business, its day-to-day management, organisational effectiveness and the implementation of the Bank’s policies and strategies. Key roles and responsibilities of the CEO: The respective roles and responsibilities of the Chairman and CEO can be viewed under the Board Charter on the Company ’s corporate website, www.bankislam.com . 134 Accountabi l i t y Financ ial Statement s CORPORATE GOVERNANCE OVERVIEW STATEMENT Ensures appropriate steps are taken to provide ef fective c ommu n i c a t i o n w i t h stakeholders and that their views are communicated to the Board as a whole; Leads in the creation of an e f f e c t i v e c o r p o r a t e governance system, including the establishment of Board Committee structures and ɽȃǉȈɨ ěÝĄɰӢ E n s u r e s a p p r o p r i a t e procedures are in place to govern the Board’s operation, decisions are taken on a sound and well-informed basis including discussions on all strategic and critical issues and leads efforts to address the Board’s developmental needs; and Leads the Board in setting key policies and directions and ensures that the Board fulfils its obligations under the Board Charter. D e v e l o p s , f o rmu l a t e s , implements and oversees the Bank ’s long-term strategy, strategic direction, corporate policies and business plan; ƺƺɁʍȶɽƃƹȢǉ ɽɁ ɽȃǉ 9Ɂƃɨǁ ǹɁɨ the financial management and reporting of the Bank; Ensures that the Board’s decisions are implemented and the Board’s decisions are responded to; and ĀɨɁʤȈǁǉɰ ɰɽɨɁȶǼ ȢǉƃǁǉɨɰȃȈɥ and effectively communicates t h e B a n k ’ s v i s i o n , management philosophy and business strategies of the Bank to the employees.