FGV Annual Report 2015

106 Felda Global Ventures Holdings Berhad Annual Integrated Report 2015 Statement on Corporate Governance AMONG MATTERS CONSIDERED THROUGHOUT THE YEAR Matters reserved for the Board • Appointment of new Directors • Revision of composition of the Board Committees of FGV • Appointment of joint FGV Company Secretary • New composition of the Board in FGV Group of Companies • Re-appointment/re-election of Directors retiring at the 2015 AGM • Proposed Annual Fees for FGV Board, FGV Board Committees’ Members and Independent Advisors of FGV Investment Committee • Annual Assessment of the Effectiveness of the Board, Board Committees and Individual Directors • Annual Assessment of the Independent Directors of FGV Board • Revision of Board Remunerations Policy • Group President/Chief Executive Officer’s salary increment proposal for the Financial Year 2015 • Extension of the Fixed Term Contracts for the Group’s Top Management • Promotion of the Group’s Top Management positions • Annual review on the remuneration package for the Group President/Chief Executive Officer and the Group’s Top Management Reviewing and adopting a sustainable strategic plan for the Group’s business • The Company’s and the Group’s financial performance against budget, forecasts and key performance targets • Quarterly Results and Audited Financial Statements • Major investment proposals in accordance with the Group DAL including their funding requirements • Divestment proposals of FGV subsidiaries Identifying principal risks and ensuring the implementation of appropriate internal controls and mitigation measures • Top ten risks of the Group • Status of compliance with Board Governance • Revision of the FGV Board Charter and FGV Board Committees Terms of reference Succession planning, self-evaluation and appointments • Group Human Resources Policies • Voluntary Separation Scheme Proposal • Salary Structure Revision Proposal • Group-wide Employee Bonus Proposal for the Financial Year 2014 • Performance Remuneration Plan Proposal, which included Employees Long-Term Incentive Plan Proposal • Group-wide Employee Salary Increment Proposal for the Financial Year 2016 • Revision of Group-wide medical facilities Reviewing the adequacy and the integrity of the Group’s Management information and internal control systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines • Proposals of new and revised policies, which included Authority Limits, Whistleblowing Policy, Group Procurement Policy, Sponsorships and Donations Policy • Disclosures in the Statement on Corporate Governance, Statement on Risk Management and Internal Control, and Report on the Audit Committee to be included in the Annual Integrated Report for the financial year 2014 • Employees Code of Ethics and Conduct