151 GOVERNANCE | CORPORATE GOVERNANCE OVERVIEW STATEMENT Board evaluation outcome The NRC conducts the BEE exercise on an annual basis to determine whether the Board and Board Committees are performing effectively, as well as in their capacities as individual directors. Once every three (3) years, the NRC obtains an independent perspective on the Board’s effectiveness to gain insights into the Board’s performance against peer boards and best practices. An external firm was last engaged to conduct the BEE in FYE 2023. For FYE 2024, the evaluation was facilitated by the Group Chief Human Resources Officer and Company Secretary, in consultation with the Chairman of the NRC. The scope of the BEE covered the effectiveness of the Board as a whole, Board Committees, and Peers & Self-Assessment. The questionnaire also took into account the key findings of the BEE for FYE 2023 and assessed how well the identified actions had been addressed. Overall, the BEE was positive, indicating that the Board, Board Committees and individual directors were effective in discharging their roles. A summary of the review of the responses to the self-assessment questionnaire process is set out below: Areas of assessment Commentary and priorities for action Strategic oversight The Board agreed that sufficient time was devoted to discussing the Group’s strategic objectives, reviewing strategy implementation, and integrating sustainability into decision-making processes. Identified priorities for action centred around enhancing oversight of business units. Board composition The Board observed a positive dynamic among themselves, fostering cohesive collaboration and enabling effective oversight of management. Priorities for action include building a pool of directors with international exposure and extensive experience in the global industry. Board Succession Plan The Board emphasised addressing Board succession planning as a priority for action. Board Focus The Board was asked to provide input on focus areas for the upcoming year and received feedback on specific subjects, including project financing and capital allocation, medium and long-term Group strategy, and talent management and succession planning. Leadership The Board wholeheartedly supports the Chairman, recognising his facilitation of productive Board discussions. Board Committees The Board is pleased with the diverse skills and expertise represented across each committee, namely the AC, NRC, and BRSC. These committees consistently deliver valuable recommendations that contribute to informed decision-making of the Board. Individual directors The review supported the view that all the directors were considered to be contributing effectively to the Board and all demonstrated the expected level of commitment to their roles. Support and information The Board recognises the valuable support from the Group Corporate Secretary. Areas for enhancement have been identified, focusing on streamlining board papers to include only essential information for efficient decision-making and ensuring timely submission of papers by contributors. From the observations and findings of the review process, suggestions for improvements and recommendations in accordance with best practices were put forward to the Board, to support the journey towards becoming a high-performing and valuecreating Board. REMUNERATION OF DIRECTORS The NRC reviews the Board remuneration policy to ensure competitive and appropriate compensation for Board members and committees. This effort is driven by the dynamic regulatory landscape and the Group’s expanding global and operational complexities.
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