FGV Annual Report 2016

ANNUAL INTEGRATED REPORT 2016 117 HOW WE ARE GOVERNED CORPORATE GOVERNANCE STATEMENT REPORT ON THE NOMINATION AND REMUNERATION COMMITTEE Dato' Yahaya Abd Jabar Chairman of Nomination and Remuneration Committee Nomination and Remuneration Committee We are responsible for the Board's structure, size and composition, in addition to the Group-wide remuneration policies. COMPOSITION AND MEETINGS Under the MCCG 2012, the Board is recommended to establish a Nomination Committee which should comprise exclusively of Non-Executive Directors, a majority of whom must be independent. FGV's Nomination and Remuneration Committee is comprised exclusively of Non-Executive Directors and all its members are Independent Directors. The Chairman of the Nomination and Remuneration Committee is a Senior Independent Non-Executive Director. The Board believes that the current Nomination and Remuneration Committee's composition provides the appropriate balance in terms of skills, knowledge and experience to promote the interests of all Shareholders and to meet the needs of the Group. The Nomination and Remuneration Committee held seventeen (17) meetings in 2016. The members of the Nomination and Remuneration Committee during the financial year 2016 up to 22 March 2017 and the record of their attendance are as follows: Directors Date of appointment to the Nomination and Remuneration Committee Designation Tenure in the Nomination and Remuneration Committee Number of meetings attended in 2016 Dato' YahayaAbd Jabar (Senior Independent Non-Executive Director) 20 January 2012 Chairman Approximately 5 years 2months 17out of 17 DatukNoor EhsanuddinMohd HarunNarrashid (Independent Non-ExecutiveDirector) 29August 2013 Member Approximately 3 years 7months 17out of 17 Dato' Mohamed SuffianAwang (Independent Non-ExecutiveDirector) 20 January 2015 Member Approximately 2 years 2months 17out of 17 The full details of the Nomination and Remuneration Committee's Terms of Reference are published in the Company's corporate website at www.feldaglobal.com. The policy on Board composition have taken into account the mix of skills, independence and diversity required to meet the needs of FGV (Policy). This Policy is explained on pages 98 and 104 of this Annual Integrated Report 2016 together with the Board nomination and election process and the selection criteria used by the Nomination and Remuneration Committee. The Board performance evaluation process for the Board as a whole, its Committees and contributions from each individual Director together with the criteria used for such assessment is described in detail on pages 107-108 of this Annual Integrated Report 2016.