Page 386 - MSM_AIR2021

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

NOTICE OF
ANNUAL GENERAL MEETING

Explanatory Note 3:
Resolution 1: Payment of Directors’ fee for the Non-Executive Chairman and for each of the Non-Executive Directors from
8 June 2022 until the conclusion of the next AGM of MSM to be held in 2023 be paid on a monthly basis.
3.1 The Non-Executive Directors Remuneration Policy was last revised in 2021 based on the benchmarking review of the
remuneration framework for the Non-Executive Directors of MSM carried out by KPMG Management & Risk Consulting
Sdn Bhd, the appointed independent consultant. The Board approved the Nomination and Remuneration Committee’s (NRC)
recommendation for the payment of Directors’ fees for the Non-Executive Chairman and for each of the Non-Executive
Directors from 8 June 2022 until the conclusion of the next AGM of MSM to be held in 2023 (Relevant Period) to remain
unchanged as approved at the 10 AGM of the Company held last year, as set out in the table below:
th
th
Approved at the 10 AGM Approval sought
NON-EXECUTIVE DIRECTORS’ (NED) held on 17 June 2021 at the 11 AGM
th
ANNUAL FEES
Chairman Member Chairman Member
Board of Directors RM315,000 RM120,000 RM315,000 RM120,000
Board Committees’ Fees
- Audit, Governance and Risk Committee RM64,000 RM32,000 RM64,000 RM32,000
- Nomination and Remuneration Committee RM35,000 RM20,000 RM35,000 RM20,000
- Investment and Tender Committee RM32,000 RM16,000 RM32,000 RM16,000

3.2 The proposed Ordinary Resolution 1, if passed, will allow the Company to pay the Board and Board Committee’s fees on
monthly basis to the Non-Executive Chairman and to each Non-Executive Directors for the Relevant Period based on the
proposed revised remuneration structure above.

Explanatory Note 4:
Resolution 2: Payment of benefits payable to the Non-Executive Chairman and Non-Executive Directors for the period from
8 June 2022 until the conclusion of the next AGM of MSM to be held in 2023.
4.1 The Directors’ benefits payable to the Non-Executive Chairman and Non-Executive Directors are proposed to remain
unchanged as approved at the 10 AGM of the Company held last year as set out in the table below:
th
Approved at the 10 AGM held Approval sought
th
DESCRIPTION
on 17 June 2021 at 11 AGM
th
Meeting Allowance CHAIRMAN NEDS CHAIRMAN NEDS
(per meeting attended)
Board RM2,000 RM2,000 RM2,000 RM2,000
Audit, Governance and Risk Committee RM2,000 RM2,000 RM2,000 RM2,000
Nomination and Remuneration Committee RM2,000 RM2,000 RM2,000 RM2,000
Investment and Tender Committee RM2,000 RM2,000 RM2,000 RM2,000