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218  MSM MALAYSIA HOLDINGS BERHAD             WHO WE ARE     STATEMENT & DISCUSSION BY OUR LEADERS   HOW WE OPERATE
          ANNUAL INTEGRATED REPORT 2021

            CORPORATE GOVERNANCE

            OVERVIEW STATEMENT












                      Summary of Board Key Activities in FY2021

            Below are among the key matters considered by the Board throughout the 16 meetings held during FY2021:


                   Board Structure                                      Financial

              •  Accepted  the  Resignation  of  Non-Independent     •  Reviewed and approved the 2021 quarterly results and
                 Non-Executive Director of MSM Malaysia Holdings      the Audited Financial Statements for the financial year
                 Berhad                                               2020
              •  Reviewed/recommended/approved/accepted  the       •  Assessed  and  approved  the  reappointment  of
                 Appointment/Reappointment/Re-election  of  Directors  external auditor in accordance with MSM External
              •  Reviewed  the  report  of  Board  Effectiveness      Auditor Policy
                 Assessment for year 2019/2020 (BEA 2019/2020) and   •  Reviewed the Quarterly report on:
                 considered the Key Areas of Improvement based on     -   Group Recurrent Related Party Transactions
                 the outcome of BEA 2019/2020                         -   Group’s Capital Expenditure
              •  Reviewed the Performance Assessment of the Audit,    -   Recoverability and Trade Receivables
                 Governance and Risk Committee and its members        -   Financial Covenants
              •  Reviewed and analysed the Board Annual Assessment    -   Cashflow Projection
                 on the Independence of the Independent Directors  •  Reviewed and approved policies:
                                                                      -   Raw Sugar Pricing Proposal for FY2023
                                                                      -   Revised MSM Receivable Policy
                                                                      -   Credit Control & Sales Payment Terms Policy
                                                                      -   MSM Conflict of Interest Policy
                   Remuneration and Human Resources                   -   MSM Referral Policy
                                                                      -   Code of Business Conduct of Employees
                                                                   •  Reviewed  and  considered  the  Business  Plan  and
              •  Reviewed and selected the candidates recommended     Budget 2022 for MSM and its Group of Companies
                 by NRC for the position of Group CEO and Group    •  Reviewed  the  proposal  in  relation  to  MSM  Group’s
                 COO of MSM Malaysia Holdings Berhad                  Climate  Actions through Science Based  Target
              •  Reviewed and considered the proposal for the renewal   Initiatives and Net Zero Ambition
                 of contract of the Chief Financial Officer        •  Reviewed  and  approved  the  capital  expenditure
              •  Reviewed the proposed Formation and Changes to the   (CAPEX) projects for 2021 and its implementation
                 Organisational Structure of MSM Malaysia Holdings
                 Berhad
              •  Reviewed and approved the formation of Group Health,
                 Safety, Environment, Security and Quality Division in
                 MSM Group of Companies                                 Company and Group Operation
              •  Reviewed  and  approved  the  Proposed  MSM  Group
                 Scorecard 2021                                    •  Monitor  the  implementation  of  CAPEX  projects  and
              •  Reviewed  and  approved  the  Proposed  Financial Year   utilisation of funds at MSM Prai Bhd and MSM Sugar
                 2021 Annual Increment for MSM Group of Companies     Refinery (Johor) Sdn Bhd
              •  Reviewed  the  Proposed  Formation  of  Group  Digital   •  Reviewed  and  approved  the  appointment  of
                 Department in MSM Malaysia Holdings Berhad           consultants  to  dispose  MSM  Perlis  Sdn  Bhd’s
              •  Proposed  Payment  of  One-Off  Financial  Assistance   assets and reallocate some assets to MSM Prai Bhd
                 2021 During Pandemic Period to the Eligible          and MSM Sugar Refinery (Johor) Sdn Bhd
                 Employees of MSM Group of Companies               •  Reviewed  the  proposal  to  dispose  MSM  Group
              •  Reviewed the remuneration structure of Non-Executive   non-core assets
                 Directors of MSM Malaysia Holdings Berhad
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