CORPORATE GOVERNANCE OVERVIEW STATEMENT Remuneration The remuneration structure for the SSC members is sufficient to attract, retain and remunerate for their contribution to BIMB. The remuneration structure takes into consideration the relevant factors which include the function, workload, responsibilities and time spent for the preparation of the SSC meetings. A higher rate (premium) is given to the Chairman of the SSC in view of his additional role in guiding and managing the SSC. The remuneration includes monthly fees, meeting allowances and other benefits such as training fund. SSC Evaluation In line with paragraph 9.6 of the SGPD and Section 7 of the SSC Charter, SSC evaluation is carried out annually to assess the performance and effectiveness of the SSC members whether they deliver and support a sound Shariah governance system. This includes the SSC Peer Evaluation, SSC Collective Assessment and Internal Evaluation by the appointed management members being permanent invitees to the SSC meeting. The assessment looks into among others at aspects such as SSC composition, meeting operations, training adequacy, accessibility, understanding of roles and responsibilities, interaction, productivity and quality in contribution, etc. The results of the assessments are tabled and reviewed in the BNRC meeting prior to deliberation in the Board meeting. CONCLUSION The Board considers that BIMB has complied and applied the Principles of the MCCG 2021 during the financial year, except for the following:- Practice 4.4 : P erformance evaluations of the board and senior management include a review of the performance of the board and senior management in addressing the company’s material sustainability risks and opportunities. Practice 5.9 : T he board comprises at least 30% women directors. Practice 8.2 : T he board discloses on a named basis the top five senior management’s remuneration component including salary, bonus, benefits-in-kind and other emoluments in bands of RM50,000. Practice 13.1 : N otice for an Annual General Meeting should be given to the shareholders at least 28 days prior to the meeting. The Board has identified those Practices where there is a departure and this departure will be addressed as follows: An explanation for the departure; Disclosure of alternative practice adopted and how the alternative practice achieves the intended outcome; Actions which BIMB has taken or intends to take; and The timeframe required to achieve application of the prescribed Practice. BANK I SLAM MALAYS IA BERHAD 184
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