MISC Integrated Annual Report 2020

Board Composition and Diversity The MISC Board comprises a majority of Independent Directors, in line with the MMLR and the MCCG 2017. The Board composition promotes diversity and enables various perspectives to be considered, which facilitates the making of informed decisions and the stewardship of the Company. The Board recognises the need for it to strategically evolve as a dynamic Board in accordance with the strategic direction of the Company. Hence, the Board actively reviews its composition to ensure it has the right balance of independence and diversity to effectively discharge its collective responsibilities. As at 24 February 2021, the Board composition is as follows: Director’s Name Age Gender Nationality/Ethnicity Date of Appointment Tenure (Years, “Y”) (Months, “M”) Independent Non-Executive Directors (representing minority shareholders) Datuk Abu Huraira Abu Yazid (Chairman) 67 Male Malaysian/Malay 9 October 2020 4M Dato’ Ab. Halim Mohyiddin 75 Male Malaysian/Malay 15 January 2015 6Y 1M Dato’ Sekhar Krishnan 65 Male Malaysian/Indian 15 January 2015 6Y 1M Datuk Nasarudin Md Idris 65 Male Malaysian/Malay 23 February 2017 4Y Lim Beng Choon 61 Male Malaysian/Chinese 16 August 2012 8Y 6M Dato’ Rozalila Abdul Rahman 59 Female Malaysian/Malay 1 August 2018 2Y 6M Datin Norazah Mohamed Razali 50 Female Malaysian/Malay 9 October 2020 4M Mohammad Suhaimi Mohd Yasin 60 Male Malaysian/Malay 9 October 2020 4M Non-Independent Non-Executive Directors (representing the major shareholder) Liza Mustapha 50 Female Malaysian/Malay 1 July 2017 3Y 7M Mohd Yusri Mohamed Yusof 54 Male Malaysian/Malay 7 December 2017 3Y 2M Executive Director (representing Management) Yee Yang Chien 53 Male Malaysian/Chinese 1 January 2015 6Y 1M Key facts: • Majority of the Board members are Independent Non-Executive Directors (72.7%). • Separate positions of Chairman and CEO. • Tenure of Independent Non-Executive Directors do not exceed nine years. • The re-election of Board members is done annually on a rotation basis in line with the Companies Act 2016 and the MMLR. Each Director is expected to devote sufficient time to the Company in carrying out their duties and responsibilities. The Chairman will be notified before the Directors accept any new directorship outside the Group. The notification would include an indication of the time commitment required for the new appointment. In accordance with the MMLR, none of the Board members hold more than five directorships in listed companies. Board Skills and Experience Matrix Datuk Abu Huraira Abu Yazid Dato’ Ab. Halim Mohyiddin Yee Yang Chien Dato’ Sekhar Krishnan Datuk Nasarudin Md Idris Lim Beng Choon Dato’ Rozalila Abdul Rahman Datin Norazah Mohamed Razali Mohammad Suhaimi Mohd Yasin Mohd Yusri Mohamed Yusof Liza Mustapha Finance/ Audit • • • • • • Economics • • • • Risk Management • • • • • • • • • • Corporate Planning & Development • • • • • • • • • • • Commercial & Marketing • • • • • Operations • • • • • Corporate Governance • • • • • • • • • Human Resource • • • • • Information Technology • Shipping • • Engineering • Oil & Gas • • • Banking & Finance • Legal & Regulatory • Retail & Commerce • CORPORATE GOVERNANCE OVERVIEW STATEMENT /////// Business Review / Leadership / Governance / Financial Statements / Additional Information / MISC Berhad / Integrated Annual Report 2020 9 262 MISC Berhad / Integrated Annual Report 2020 9 263 / Additional Information / Financial Statements / Governance / Leadership / Business Review /////// Section Section