FGV Annual Integrated Report 2019

HOW WE ARE GOVERNED Investment Committee I Board Tender Committee T Special Board Committee 1 S Representatives of Minority Shareholders and the Public Skills and Experience: • Strategic thinking, planning and communication • Financial acumen (finance/accounting/taxation/IFRS/MFRS) • Risk management and internal controls • Corporate governance • Corporate knowledge • Public policy and regulatory • Mergers & acquisitions and corporate global experience Directorships in other Public Companies: Chairman, KPJ Healthcare Berhad and Mudajaya Group Berhad Director, Westports Holdings Berhad and AirAsia X Berhad DATO’ YUSLI MOHAMED YUSOFF Deputy Chairman, Independent Non-Executive Director Malaysian, 61 Skills and Experience: • Financial acumen (finance/accounting/taxation/IFRS/MFRS) • Corporate governance • Mergers & acquisitions and corporate global experience Directorships in other Public Companies: Director, Maybank Islamic Berhad, Fraser & Neave Holdings Berhad, Pelaburan Hartanah Nasional Berhad and Amanah Saham Nasional Berhad DATUK MOHD ANWAR YAHYA Independent Non-Executive Director Malaysian, 65 A T S Tenure: More than 1 year Appointment to the Board: 6 September 2018 SITI NORBAYA MOHAMMAD SARIF Chief Human Resources Officer Tenure: Less than 1 year Appointed to the position: 14 October 2019 Qualifications and Experience: Siti Norbaya has 30 years of experience in human resources management in various industries, including telecommunications, technology, infrastructure, logistics and semiconductor. She holds a Master of Human Resources Development from University of Hull, UK and Master of Business Administration as well as Bachelor of Business Management & Human Resources from Arkansas State University, USA. Malaysian, 55 Directorships in other public companies: Nil AFFAN MOHD NAWI Chief Transformation Officer Malaysian, 46 Tenure: Less than 1 year Appointed to the position: 17 September 2019 Qualifications and Experience: Affan previously held business-process transformation, turnaround, corporate services and strategic planning roles at Petroliam Nasional Berhad, A.T. Kearney, Inc., Khazanah Nasional Berhad, UEM Builders Berhad, Telekom Malaysia Berhad, Malakoff Corporation Berhad and Lembaga Tabung Haji. He holds a Master of Information Systems and a Bachelor's Degree in Information and Decision Science from Carnegie Mellon University, USA. He also has a Premium Business Management Programme Certification from Harvard Business School, USA. Directorships in other public companies: Nil Directorships in other public companies: Nil WAN NORMAN NASIR Head, Group Governance & Risk Management Malaysian, 47 Tenure: Less than 1 year Appointed to the position: 1 May 2019 Qualifications and Experience: Wan Norman has over 15 years of experience in risk and policy management in the banking sector. This experience has seen him serving in Senior Management positions in leading banks in Malaysia. He joined FGV as Chief Risk Officer in 2015 and was redesignated as Head, Group Governance & Risk Management in 2019. He has a Bachelor of Laws (Honours) from King’s College London, UK and a Master of Business Administration from The University of Nottingham, UK. Directorships in other public companies: Nil ZALILY MOHAMED ZAMAN KHAN Chief Internal Auditor Tenure: More than 8 years Appointed to the position: 1 March 2012 Qualifications and Experience: Zalily is a Chartered Accountant with the Malaysian Institute of Accountants as well as a Fellow of CPA Australia. She has over 20 years of experience in internal and external audit from her tenure at Arthur Andersen & Co, Sapura Telecommunications Berhad, Golden Hope Plantations Berhad, Sime Darby Berhad and Boustead Holdings Berhad. She is a Certified Internal Auditor of the Institute of Internal Auditors (IIA), USA and has served as a member of the Institute of Internal Auditors Malaysia’s Research and Technical Advisory Committee. She also holds a Bachelor of Accountancy from the University of South Australia. Malaysian, 53 HOW WE ARE GOVERNED: LEADERSHIP & EFFECTIVENESS Tenure: More than 2 years Appointment to the Board: 23 November 2017 I N G 88 ANNUAL INTEGRATED REPORT 2019 DATIN HOI LAI PING Independent Non-Executive Director Board activities are listed out on pages 90-91. None of the Directors have any conflict of interest with the Company, family relationship with any Director and/or Major Shareholder or have any convictions for offences (other than traffic offences) within the past five years or any public sanction or penalty imposed by the relevant regulatory bodies during the financial year. Directorships in other public companies: Nil NOR MARHAMAH YAHYA General Counsel, Group Legal Tenure: Less than 1 year Appointed to the position: 1 August 2019 Qualifications and Experience: Nor Marhamah has more than 17 years of experience in corporate and commercial law from her former roles at BUSTAMAN, M.Y. Nor & Partners, Astro Entertainment Sdn. Bhd., Astro Productions Sdn. Bhd. and MEASAT Broadcast Network Systems Sdn. Bhd. Nor Marhamah holds a Bachelor of Laws (Honours) from MARA University of Technology, Malaysia. Malaysian, 43 Directorships in other public companies: Nil NURUL HASANAH AHAMED HASSAIN MALIM Head, Group Sustainability Malaysian, 40 Tenure: Less than 1 year Appointed to the position: 1 March 2019 Qualifications and Experience: Nurul Hasanah has 17 years of experience in human rights advocacy, law and policy development. She previously led various departments at the Human Rights Commission of Malaysia for 15 years, before joining Earthworm Foundation, an international non-profit organisation focusing on environmental, social and human rights. Nurul Hasanah holds a Bachelor in Law (Honours) from the International Islamic University, Malaysia and a Master in Human Rights Law from The University of Nottingham, UK. She was a recipient of the British Foreign Commonwealth Office Chevening Fellowship Award in 2006. Directorships in other public companies: Nil KOO SHUANG YEN Head, Group Secretarial & Company Secretary Tenure: More than 5 years Appointed to the position: 1 July 2014 Qualifications and Experience: Koo Shuang Yen is a Chartered Accountant with almost 30 years of experience in finance, accounting and corporate secretarial practice, including a diverse range of corporate exercises such as listings, mergers and acquisitions and joint ventures. Prior to joining FGV Holdings Berhad, she held the post of Senior General Manager of Group Finance in Felda Holdings Berhad. She is also the Company Secretary of MSM Malaysia Holdings Berhad and its Group of Companies. She is an Associate of the Chartered Institute of Management Accountants, UK. Malaysian, 57 DR. NESADURAI KALANITHI Independent Non-Executive Director Skills and Experience: • Specific industry experience and knowledge Directorships in other Public Companies: Nil Tenure: More than 2 years Appointment to the Board: 1 January 2018 N G S Malaysian, 63 Directorships in other public companies: Nil SHAHARIZAN YUNUS Head, Group Health, Safety & Environment Tenure: Less than 1 year Appointed to the position: 15 November 2019 Qualifications and Experience: Shaharizan has extensive experience in occupational health and safety from his tenure at NIOSH Malaysia Sdn. Bhd., Gas Malaysia Berhad, KLCC Urusharta Sdn. Bhd., IGB Corporation Berhad, ABB Malaysia Sdn. Bhd., Lloyd’s Register (LR) Malaysia & Brunei and RAPID Pengerang Project Package. He holds a Bachelor (Honours) of Marine Science from the National University of Malaysia and a Safety and Health Officer Certificate as well as a Train the Trainer Certificate from NIOSH. He is a Qualified Internal Auditor for QMS, EMS, OHSAS Management System and a Qualified Incident Command System Silver Commander. Malaysian, 41 Skills and Experience: • Specific industry experience and knowledge Directorships in other Public Companies: Nil DR. MOHAMED NAZEEB P.ALITHAMBI Independent Non-Executive Director Malaysian, 67 T S I Tenure: More than 2 years Appointment to the Board: 31 October 2017 Skills and Experience: • Financial acumen (finance/accounting) • Corporate governance • Corporate knowledge • Human capital management • Mergers & acquisitions and corporate global experience Directorships in other Public Companies: Director, Zurich Life Insurance Malaysia Berhad Tenure: More than 1 year Appointment to the Board: 6 September 2018 Malaysian, 58 A N I 04 S E C T I O N