154 YINSON HOLDINGS BERHAD | INTEGRATED ANNUAL REPORT 2023 BOARD’S RESPONSIBILITIES Yinson’s Board of Directors (“Board”) recognises the importance of maintaining a sound risk management process and internal control practices to safeguard stakeholders’ reputations, shareholders returns and the Group’s assets. The Board affirms its overall responsibility to establish and maintain a robust risk management and internal control system through reviewing its adequacy in identifying, assessing, evaluating, and responding to risks that could have detrimental impact to the Group’s ability to achieve its objectives. In evaluating the adequacy of risk management and internal control across the Group, the Board is assisted by the Board Risk and Sustainability Committee (“BRSC”) to oversee and ensure that the updated Enterprise Risk Management (“ERM”) Policy Statement and Framework is being implemented consistently and that there are adequate internal control processes and procedures to manage these risks across the Group. Although the Board does not have formal oversight over the risk management and control systems of Yinson’s joint ventures and associate companies, our interests are safeguarded through Board representations and/or monitoring controls we imposed within these companies. Hence, the Board is aware that the risk management and internal control systems can only provide reasonable and not absolute assurance against the risk of material errors, misstatements, fraud, or occurrences of unforeseeable circumstances. BOARD RISK & SUSTAINABILITY COMMITTEE The BRSC is chaired by an Independent Non-Executive Director. The BRSC assembles on a quarterly basis to review the effectiveness of the risk management process, to discuss matters relating to risk management activities and the reports produced therein, and to evaluate new and emerging risks together with the action and mitigation plans of the identified risks. The duties and responsibilities of the BRSC are guided by the Terms of Reference (“TOR”) accessible on the Company’s corporate website. The Statement is made pursuant to Paragraph 15.26 (b) of the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and is in line with the Malaysian Code on Corporate Governance 2021 where the Board of Directors are required to make a statement about the state of risk management and internal control of the listed issuer of a Group. MANAGEMENT COMMITTEE’S RESPONSIBILITIES The Management Committee (“MC”) is responsible to implement the policies and procedures established by the Board pertaining to risk and control processes. MC members collectively within their respective areas of responsibilities are also accountable for providing reasonable assurance to the BRSC that all identified risks at the Group’s business units are managed within tolerable levels. The Group CEO is responsible for the day-to-day management of risks whereas the Head of Business Units are responsible in representing the Group CEO’s obligations to all business units. The responsibilities of the MC entail but are not limited to the following: • Formulate relevant risk policies, procedures, and frameworks to manage these risks in accordance with the Group’s risk appetite; • Design, assist and implement the effective risk management and internal control system to ensure that standardised methodology is used throughout the Group; • Monitor and ensure that remedial action plans are taken to mitigate the likelihood and the impact of the risk from escalating further; • Communicate the requirements of the ERM Policy Statement and Framework and ensure continuous enhancement of ERM annually or as and when required; • Ensure that the ERM reports prepared are submitted to BRSC/Board in a timely manner, and flash reports are submitted in the event of any new risk(s) that require urgent attention; and • Review the ERM Policy Statement and Framework and consider adopting the best practices based on corporate governance framework. ERM POLICY STATEMENT & FRAMEWORK Yinson’s ERM Policy Statement and Framework provides a standardised and systematic approach for the identification, evaluation, monitoring and reporting of key risks, controls and ensuring that there are adequate measures to implement, track and review the action plans. The Framework is aligned with the ISO 31000:2018 and is adopted across the operating companies as well as corporate functions within the Group. The Framework also enables the Management to effectively deal with uncertainties and associated risks and opportunities, enhancing the capacity to build value to stakeholders. STATEMENT ON RISK MANAGEMENT & INTERNAL CONTROL
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