The NRC oversees the appointment of Directors and succession planning and development of a diverse pipeline for Board and Management succession. The NRC also assess the Board’s effectiveness and the contribution of each individual Directors independently in the discharge of their duties and responsibilities by conducting annual assessment of the Board’s effectiveness as a whole and the contribution of each individual Director using a set of customised selfassessment questionnaires to be completed by the Directors. The results of the self-assessment by Directors and the Board’s effectiveness as a whole are compiled by the Group Company Secretary and will be tabled to the Board for review and deliberation. The NRC also conducts the annual assessment on the Board Committees’ effectiveness based on a set of questionnaires. The NRC determines the remuneration packages of the Directors and Senior Management to ensure that they are sufficient to attract and retain them to run the Company successfully and to drive the Company’s long-term objectives. The remuneration packages will then be recommended to the Board for discussion and approval. The individuals concerned will abstain from discussion involving their own remuneration. The information on the NRC and its Terms of Reference including its functions are available on pages 108 to 115 of this Annual Report. The Terms of Reference including the roles and responsibilities of the NRC are last reviewed by the Board on 23 May 2023 and they are available on the Company’s website at www.wascoenergy.com. (c) Governance, Compliance and Risk Committee The Governance, Compliance and Risk Committee (“GCRC”) is a newly established Committee of the Board. The GCRC comprised of three (3) sub-committees namely:- - Risk Management Committee - Integrity Committee - Sustainability Steering Committee The GCRC assists the Board in fulfilling its corporate governance and oversight responsibilities in relation to the relevant Acts, Laws, Requirements, Codes, Regulations and Policies governing the Company. The GCRC oversees the development and implementation of the Group’s sustainability-related framework, anti-bribery and corruption compliance, risk management and their related policies. The GCRC reports and updates the Board on matters and findings of the GCRC and makes the necessary recommendations to the Board within its terms of reference or as authorised by the Board. The GCRC comprised exclusively of Non-Executive Directors and majority of whom are independent. The Chairman of the GCRC is an Independent Director. The Terms of Reference and duties and responsibilities of the GCRC are last reviewed by the Board on 24 August 2023 and they are available on the Company’s website at www.wascoenergy.com. Corporate Governance Overview Statement 129 Wasco Berhad
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