2020 UEM Edgenta Annual Report

Board Effectiveness Assessment The Board Effectiveness Assessment (“BEA”) is an exercise performed annually. The evaluation process involved an online questionnaire which covered key topics and included forward looking elements as follows:- Based on the results of the BEA, the Board Criteria Matrix was updated. The Board Criteria Matrix is considered an important tool in ensuring the diversity of the Board in terms of experience and expertise. With this matrix, the Board is able to identify any gaps in Board composition and use these gaps as criteria for selection of new Board members. For the FY2020 evaluation, the Board had considered the engagement of an external independent expert. However, in view of COVID-19, the Board had agreed that the engagement of independent experts is put on hold and would be revisited in year 2021. For the financial year under review, the BEA was facilitated by the Company Secretary via an online portal. A summary of the key issues raised was then collated and presented in a report to the NRC and the Board. Board Effectiveness Assessment Board Structures Independence of Directors Board Operations & Interactions Board Roles & Responsibilities Mix of Skills & Experience Composition & Operation of Board Committees The results of the FY2020 evaluation did not indicate any material weaknesses or shortcomings identified that warrant specific action plan to address the same. The results of BEA indicated that the performance of the Board, Board Committees and individual Directors had been effective in their overall discharge of functions, roles and duties. The level of independence demonstrated by the Independent Directors are satisfactory. The results also revealed that the Board is satisfied that the Managing Director/Chief Executive Officer and Chief Financial Officer of the Company have the character, experience, integrity, competence and time to effectively discharge their roles accordingly. REMUNERATION The Directors’ remuneration is reviewed from time to time and is determined at levels which enable UEM Edgenta Group to attract and retain Directors with the relevant experience and expertise needed to manage the Group effectively. In August 2020, the NRC had conducted a review of the Board Remuneration Framework with the view to determine its competitiveness and sufficiency to attract, retain and motivate individuals to serve on the Board of UEM Edgenta Group. In this respect, the Board approved the recommendation by the NRC to maintain the existing Directors’ Remuneration Framework. UEM EDGENTA BERHAD 130 Governance CORPORATE GOVERNANCE OVERVIEW STATEMENT