Wah Seong Corporation Berhad Annual Report 2019

54 WAH SEONG CORPORATION BERHAD CORPORATE GOVERNANCE OVERVIEW STATEMENT 1.5 Senior Independent Non-Executive Director The Board has identified Professor Tan Sri Lin See Yan as the Senior Independent Non-Executive Director of the Board, to whom concerns relating to the Group may be conveyed by shareholders and other stakeholders. All concerns relating to the Group can be conveyed to him via his electronic mail address at seeyan.lin@wahseong.com . 1.6 Board Meetings The Board meetings for each financial year are scheduled before the end of the preceding financial year, to enable the Directors to plan ahead and fit the year’s meetings into their own schedules. The Board meets on a scheduled basis of at least four (4) times a year and has a formal schedule of matters specifically reserved for the Board to decide in order to ensure that the direction and control of the Company firmly rests in its hands, for example strategic financial and investment decisions. Additional or ad-hoc Board meetings can be convened as and when necessary. During the financial year ended 31 December 2019, the Board met four (4) times and the details of the attendance of the Board members are as follows: Director Directorship Total Meetings Attended Dato’ Seri Robert Tan Chung Meng Non-Independent Non-Executive Chairman 4/4 Chan Cheu Leong Managing Director/ Group Chief Executive Officer 4/4 Giancarlo Maccagno Deputy Managing Director 4/4 Professor Tan Sri Lin See Yan Senior Independent Non-Executive Director 4/4 Halim Bin Haji Din Independent Non-Executive Director 4/4 Tan Jian Hong, Aaron Non-Independent Non-Executive Director 4/4 Tan Sri Saw Choo Boon Independent Non-Executive Director 4/4 To facilitate productive and meaningful deliberations, the proceedings of the Board meetings are conducted in accordance with a structured agenda with the supply of complete and timely information to enable the Board to discharge their responsibilities effectively and for them to make informed decisions. The Board reviews and deliberates on the Group’s financial performance and results, business operations, budgets, reports of the various Board Committees, risks management, business plans, corporate exercises and strategic financials and investments decisions. In the intervals between Board meetings, any matters requiring urgent Board decisions and/or approvals will be sought via circular resolutions which are supported with all the relevant information and explanations required for an informed decision to be made. 1.7 Supply of Information The Board is briefed on a timely manner on all major financial, operational and corporate matters. In order to maintain confidentiality, meeting papers on issues or corporate proposals which are deemed highly confidential and sensitive, would only be distributed to the Directors at the Board meeting itself. The Board stresses on having timely reports and has full access to quality information which is not just historical or bottom line and financial oriented but information that goes beyond assessing the quantitative performance of the Group and other performance factors e.g. customer satisfaction, product and service quality, market share, market reaction, environmental protection, etc. The Directors have access to all information within the Company whether as a full Board or in their individual capacity, in furtherance of their duties. Through regular Board meetings, the Board receives updates, written reports and supporting/discussion documents on the development and business operations of the Group, as well as on potential corporate exercises, proposals, mergers and acquisitions. Minutes of the respective Board Committees’ meetings are presented at Board meetings. The respective Board Committees’ Chairman will brief the Board on major issues deliberated by each of the Board Committees.