XII. Appointment and Re-Election to the Board In line with new Paragraph 15.01A of the MMLR of Bursa Malaysia Securities, a formal Fit and Proper Policy for Appointment and Re-Election of Directors (“FPP”) was adopted on 21 April 2022. The purpose of the FPP is to assess the nominated and re-elected Directors in accordance with the fit and proper criteria set out therein. The FPP has been designed as a practice guide for the appointment and re-election of Directors to assist the Nomination Committee to discharge their duties and functions in Board nomination and re-election process of Directors. The FPP has recommended four (4) criteria in assessing the Board nomination and re-election of Directors as follows: (A) Probity, personal integrity and reputation; (B) Competence and capacity; (C) Financial integrity; and (D) Time and commitment. The FPP is available on the Company’s website at www.tropicanacorp.com.my/corporate-governance In accordance with the Company’s Constitution, all Directors who are appointed by the Board either to fill a casual vacancy or as an addition to the existing Directors are subject to re-election by shareholders at the annual general meeting (“AGM”) following their appointment. The Constitution also provides that at least one-third (1/3) of the Directors be subjected to re-election by rotation at each AGM, including the Group CEO, Group MD and Executive Director provided always that all the Directors shall retire from their office at least once in every three (3) years. All retiring Directors are eligible to offer themselves for re-election at the AGM. The Board continuously reviews its size and composition with particular consideration on its impact on the effective functioning of the Board. Any proposed candidate for the appointment as Director will be reviewed and recommended by the Nomination Committee to the Board for full deliberation and approval. XIII. Directors’ Training All Directors have attended the Mandatory Accreditation Programme (“MAP”) prescribed by Bursa Malaysia Securities. Directors are encouraged to attend continuing education programmes and seminars to keep themselves abreast with current developments in the market place and with new statutory and regulatory requirements. They are provided with updates from time to time on relevant new laws and regulations affecting their directorships and relevant compliances. Mr Lee Han Ming, Dato’ Dickson Tan Yong Loong, Dato’ Dr Teo Tong Kooi, Datuk Siw Chun A/P Eam and Dato’ Sri Badrul Hisham Bin Abdul Aziz who were appointed as Directors during FY2021, had attended the MAP prior or subsequent to their appointments, to facilitate themselves with comprehensive understanding of the roles and responsibilities as director, key obligations of listed companies and director under MMLR of Bursa Malaysia Securities as well as the importance of corporate governance. The training programmes attended by the Directors of the Company during FY2021 are listed as below:- Name of Directors Title of Training Programmes/Seminars Tan Sri Dato’ Sri Mohamad Fuzi Bin Harun Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Tan Sri Dato’ Tan Chee Sing Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Mr Lee Han Ming (Appointed w.e.f. 4 February 2021) 1) MAP 2) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Mr Dion Tan Yong Chien Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Mr Jared Ang Tzer Shen Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Dato’ Dickson Tan Yong Loong (Appointed w.e.f. 17 November 2021) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Dato’ Dr Teo Tong Kooi (Appointed w.e.f. 25 March 2021) 1) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries 2) Securities Commission’s Audit Oversight Board Conversation With Audit Committees Encik Mohd Najib Bin Abdul Aziz 1) Audit Committee Conference 2021 2) Board’s Role In The Changing World Of Work 3) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries 4) Securities Commission’s Audit Oversight Board Conversation With Audit Committees Datuk Wira Lye Ek Seang 1) Board’s Role In The Changing World Of Work 2) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries 3) Fraud Risk Management Workshops Ms Alice Dora Boucher 1) How To Be An Effective NED In A Disruptive World 2) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries 3) Securities Commission’s Audit Oversight Board Conversation With Audit Committees Madam Vivienne Cheng Chi Fan 1) Maybank’s International Women’s Day (IWD) 2021 2) Shariah Investing Dialogue With PLCs 2021- Session 1: Opportunities For Public Listed Companies I Shariah – Compliant Landscape 3) MIA Webinar Series: Companies Act 2016- Directors; Duties And Responsibility During The Pandemic Era And Beyond 4) MIAWebinar Series: ConductOf DirectorsAndCommonBreachesOf ListingRequirements 5) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries 6) Securities Commission’s Audit Oversight Board Conversation With Audit Committees Datuk Siw Chun A/P Eam (Appointed w.e.f. 4 February 2021) 1) MAP 2) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries Dato’ Sri Badrul Hisham Bin Abdul Aziz (Appointed w.e.f. 11 May 2021) 1) MAP 2) Securities Commission Guidelines On The Conduct Of Listed Corporation And Subsidiaries OVERVIEW STATEMENT CORPORATE GOVERNANCE Annual Report 2021 TROPICANA CORPORATION BERHAD GOVERNANCE 180 181
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