05 CORPORATE GOVERNANCE DATASONIC GROUP BERHAD 78 PRINCIPLE A - BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) II. BOARD COMPOSITION Board Composition and Independent Directors on the Board During the financial year under review, there have been several changes to the Board composition as follows:- • In line with the mandatory twelve (12) years tenure limit for Independent Director under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, Dato’ Wan Mohd Safiain bin Wan Hasan, Dato’ Wan Ibrahim bin Wan Ahmad and Mr Yee Kim Shing @ Yew Kim Sing have been redesignated from Independent Non-Executive Directors to Non-Independent Non-Executive Directors on 23 June 2023; • Appointment of YM Tengku Dato’ Seri Abu Bakar Ahmad bin Tengku Tan Sri Abdullah as Executive Chairman on 26 July 2023; • Appointment of Encik Ahmad Ridwan bin Abdullah as Independent Non-Executive Director on 26 July 2023; • Redesignation of Datuk Abu Hanifah bin Noordin from Executive Chairman to Executive Deputy Chairman and Chief Executive Officer on 26 July 2023; • Retirement of Tan Sri Dato’ Seri Dr Khalid bin Abu Bakar, Tan Sri Borhan bin Dolah, Tan Sri Ahmad Zaki Ansore bin Mohd Yusof and Datin Normaliza binti Kairon as Independent Non-Executive Directors on 2 August 2023; • Retirement of Dato’ Roseleen binti Buyong as Non-Independent Non-Executive Director on 2 August 2023; • Resignation of Dato’ Wan Mohd Safiain bin Wan Hasan, Dato’ Wan Ibrahim bin Wan Ahmad and Mr Yee Kim Shing @ Yew Kim Sing as Non-Independent Non-Executive Directors on 2 August 2023; • Appointment of Ms Michelle Yong Voon Sze as Independent Non-Executive Director on 2 August 2023; • Resignation of Dato’ Safian bin Mohd Yunus as Non-Independent Non-Executive Director on 26 January 2024; and • Retirement of Datuk Abu Hanifah bin Noordin as Executive Deputy Chairman and Chief Executive Officer on 29 February 2024. As of the date of this statement, the Board consists of eight (8) members, comprising of one (1) Executive Chairman, two (2) Executive Directors, four (4) Independent Non-Executive Directors and one (1) Non-Independent Non-Executive Director, in compliance with Paragraph 15.02(1) of the MMLR of Bursa Malaysia. The Independent Directors make up 50% of the Board composition. Presently, the number of female Director on the Board is one (1), representing 13% of the total Board composition. The Board will review its composition and size from time to time with the aim to eventually achieve the target of 30% female representation on the Board. In May 2024, the Board through its NRC conducts an annual review of its size and composition, to determine if the Board has the right size and sufficient diversity with independence elements that fit the Company’s objectives and strategic goals. The Board was of the view that the current Board size of eight (8) members as at the date of the Annual Report is appropriate and adequate to effectively govern the Group. The profile of each Director is set out under the Directors’ profile section of this Annual Report. The Company acknowledges and recognises the benefits arising from the boardroom and workforce diversity, including enhancing the Group’s performance, improving efficiency and employees’ retention. The Gender Diversity Policy is available on the Company’s website at www.datasonic.com.my. The NRC has conducted an annual review on the diversity in skills, experience, age, cultural background and gender of the Directors and Key Senior Management. OVERVIEW STATEMENT CORPORATE GOVERNANCE
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