FGV Annual Report 2015

128 Felda Global Ventures Holdings Berhad Annual Integrated Report 2015 Statement on Corporate Governance GROUP RISK MANAGEMENT DIVISION The role of Group Risk Management Division (GRMD) is to undertake the systematic identification of the Group’s key risks that needs to be managed based on the risk appetite of the Board of Directors and undertake the following responsibilities: (i) Formulate and implement methods to effectively identify and assess risks, including providing the necessary coaching and guidance to derive the key risks of the Group. (ii) Facilitate the Board in steering the Group towards managing through risk management. (iii) Propose to the Board the key risks and the appropriate actions to be taken on the risks. (iv) Based on the Board’s approval, provide guidance to the Management on the appropriate actions to be taken on the risks, e.g. where risks are to be managed through controls, the controls implemented must be relevant to mitigate the risk. (v) To formulate and implement a mechanism to review the effectiveness of the actions taken on the risks and report accordingly to the Board. GRMD’s functions and activities are guided by the Company’s Risk Management Policies and Procedures approved by the Board. Please refer to the Statement on Risk Management and Internal Control on pages 140 to 148 of the Annual Integrated Report for more details on risk management activities for the financial year ended 31 December 2015. PERFORMANCE REVIEW On an annual basis, the Board shall evaluate the Board Governance & Risk Management Committee’s performance and extent to which the Board Governance & Risk Management Committee has met the requirements of its Terms of Reference, including the term of office and performance of the Board Governance & Risk Management Committee and each of its members. This performance assessment may constitute a part of the annual Board Effectiveness Assessment, pertaining to the assessment of Board Committees. The full details of the Board Governance & Risk Management Committee’s Terms of Reference are published in the Company’s corporate website at www.feldaglobal.com. Summary of activities of the Board Governance & Risk Management Committee During the FYE 2015, the Board Governance & Risk Management Committee reviewed/considered on the following matters and made recommendations to the Board for approval: 1. Reviewed FGV Board Charter and FGV Board Committees Terms of reference. 2. Received updates on top ten risks. 3. Received updates on status of compliance of Board Governance. 4. Reviewed the Whistleblowing Policy and Procedures. 5. Reviewed proposed new policies and procedures, which included FGV Group Procurement Policies and Policy on Sponsorships and Donations. 6. Reviewed Report on the Audit Committee, Statement on Risk Management and Internal Control and Statement on Corporate Governance to be included in the Annual Integrated Report for the financial year 2014 and recommended the same to the Board for approval. 7. The Board Governance & Risk Management Committee also received updates on whistleblowing report. 8. Reviewed and approved new enhanced risk reporting template. The Board Governance & Risk Management Committee Chairman updated the Board on matters deemed to be of major importance deliberated at the Board Governance & Risk Management Committee Meetings and its recommendations. The copies of confirmed minutes of each of the Board Governance & Risk Management Committee Meetings were also circulated to the Board for noting at the next practicable Board Meeting. This Report is made in accordance with a resolution of the Board of Directors and approved at the Board Meeting dated 29 March 2016.