FGV Annual Report 2016

FELDA GLOBAL VENTURES HOLDINGS BERHAD 104 HOW WE ARE GOVERNED GOVERNANCE PROCESSES Board Nomination and Election Process The FGV Board Nomination and Election Policy and Procedures provides that the sourcing of the candidates to the Board may be undertaken internally via recommendations by the Chairman of the Nomination and Remuneration Committee, and within the bounds of practicality, by the Directors or Major Shareholders of FGV or undertaken externally through the recommendations of independent third party service providers appointed by the Board. The Nomination and Remuneration Committee shall then make a full assessment of the candidates to evaluate whether they have the necessary and desirable core competencies to discharge their responsibilities effectively before they are recommended to the Board. For appointment of Independent Directors, the Nomination and Remuneration Committee shall include an additional criteria of independence in the assessment. The Nomination and Remuneration Committee assesses the suitability of candidates, taking into account the following selection criteria before recommending their appointment to the Board for approval: 1. Relevant skills, knowledge, expertise and experience; 2. Existing directorships and current professional responsibility; 3. Character, professionalism and integrity; and 4. Number of directorships (not exceeding five (5) directorships in listed companies) and other external obligations which may affect the candidates' commitment, including time commitment. Re-Election of Directors In accordance with the Articles of Association of the Company, at each Annual General Meeting (AGM), 1/3 of the Directors shall be subjected to retirement by rotation, but they shall be eligible for re-election. The Directors to retire in every year shall be those who have served longest in office since their last re-election or appointment date, and each Director shall retire at least once in every three (3) years. Newly appointed Directors during the year must offer themselves for re-election at the first AGM following their appointment. The Nomination and Remuneration Committee reviews and recommends to the Board the rotation and re-election of Directors at the AGM. Where a Director is due to retire from office, the Nomination and Remuneration Committee reviews the composition of the Board and decides whether to recommend the retiring Director for re-election taking into consideration the Director's contributions, attendance and time commitment. Induction and Continuous Professional Development Induction programmes were conducted for newly appointed Directors via briefings by the EXCO to provide the Directors with the necessary information to assist them in their understanding of the operations of the Group, current issues and corporate strategies as well as the management structure of the Group. All Directors have attended and successfully completed the Mandatory Accreditation Programme as required by the Bursa Securities Listing Requirements. All Directors are encouraged to attend continuous education programmes, talks, seminars, workshops and conferences to enhance their skills and knowledge and to ensure Directors keep abreast with new developments and legislations affecting the business to enhance their skills and knowledge. On an on-going basis, the Company identifies conferences and seminars which are beneficial for the Directors to attend. The Company provides a dedicated training budget for Directors' continuous development. The Directors are also encouraged to attend appropriate external or internal training on subject matters that help the Directors in the discharge of their duties as Directors. During the year 2016, the Directors have attended the following training programmes, as deemed necessary, to further enhance their knowledge to enable them to discharge their duties and responsibilities more effectively: Training programmes attended by the Board in 2016 • Addressing Socioeconomic Disparity "The Malaysian Experience" - University Malaya • Amendment to Bursa Securities Listing Requirements "How to rise up to meet those challenges" - Malaysia Institute of Corporate Governance (MICG) • Audit Committee Forum - Institute of Internal Auditors Malaysia • Board Chairman Series "Leadership excellence from the Chair"- Bursa Securities • Corporate Governance Breakfast Series "The strategy, the leadership, the Stakeholders and the Board" - Bursa Securities • Corporate Malaysia "The Way Forward" - Women Institute of Management • 4 th Asian Money "CIMB Round Table Series, Developments in the ASEAN Bond and Treasury Markets" - CIMB • Induction Programme - Inhouse • Directors' Training Programme "Dealing by Directors and Principal Officers During Closed Period, Outside Closed Period & Insider Trading" - Inhouse CORPORATE GOVERNANCE STATEMENT