FGV Annual Report 2014

b. To direct and oversee the formulation of the Group’s programmes and policies to support the implementation of the Group’s governance framework and endorse the blueprints and policies for the Board’s approval. c. To review reports on the status and availability of related procedures by the Group’s operations and subsidiaries to implement the Group’s policies. d. To monitor the status and progress of formulation and implementation of the related governance framework, blueprints and policies; and accordingly report to the Board the status. e. To recommend to the Board the approval of and/or amendments to the Group governance framework, blueprints and policies. 2. Risk Management In relation to the risk management, to undertake the following: a. To direct and oversee the formulation of the Group’s overall enterprise risk management framework and strategies, including policies, procedures, systems, capability and parameters to identify, assess and manage risks to ensure their relevance and appropriateness to the Group’s position and business. b. To advise and report to the Board, the overall risk appetite, tolerance and strategy on managing business risks. c. To report to the Board, key business risks and seeks its approval on the management of key business risks that are aligned to the Group’s risk appetite. d. To monitor the effectiveness and progress of management of key business risks and accordingly report to the Board the status of the key business risks. e. To recommend to the Board, the approval of and/or amendments to the Group risk management framework and strategies, including policies, procedures, systems, capability and parameters, as relevant. 3. Governance and Risk Reporting to the shareholders and relevant authorities To review any reporting of matters relating to the Group’s governance ethics, and risk management to the shareholders and relevant authorities, including in the Company’s Annual Reports. 4. The Committee will ensure proper follow up is undertaken on the Audit Committee’s observations and decisions in relation to the sufficiency or effectiveness of the Group’s overall enterprise governance, ethics and risk management framework, strategies, policies, procedures and systems. 5. The Committee shall undertake any such other functions as may be determined by the Board from time to time. The full details of the Board Governance & Risk Management Committee’s Terms of Reference are published in the Company’s corporate website. The Board Governance & Risk Management Committee held six (6) meetings during the FYE 2014. The details of the attendance are as follows: Members Number of Meetings Attended in 2014 Tan Sri Dato’ Sri Dr. Wan Abdul Aziz Wan Abdullah 6 out of 6 Dato’ Yahaya Abd Jabar 6 out of 6 YB Datuk Noor Ehsanuddin Mohd Harun Narrashid 4 out of 6 Dato’ Mohd Emir Mavani Abdullah 6 out of 6 Tan Sri Dr. Sulaiman Mahbob 4 out of 4 Datuk Dr. Omar Salim Not applicable • Steering Committee for Project MI The Steering Committee for Project MI was established on 16 July 2013 and mandated by the Board to manage and provide guidance to ensure successful execution of Project MI which refers to the proposed acquisition of a majority stake in Felda Holdings Bhd. The Steering Committee for Project MI did not hold any meeting during the FYE 2014. Following the completion of the acquisition of Felda Holdings Bhd on 27 December 2013, the Steering Committee for Project MI was abolished on 29 April 2014. Introduction Performance Highlights About FGV Reports Financial Statements Others Strategy and Value Creation Performance Review & Progress Foreword to Shareholders Annual General Meeting Annual Report 2014 pg 131