FGV Annual Report 2016

ANNUAL INTEGRATED REPORT 2016 123 HOW WE ARE GOVERNED • In relation to risk management, 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 theGroup's position and business, to advise and report to the Board, the overall risk appetite, tolerance and strategy on managing businessrisks,toreporttotheBoard,keybusinessrisksandseeksitsapproval on the management of key business risks that are aligned to the Group's risk appetite, 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, and 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. • In relation to sustainability, to direct and oversee the formulation of the Group's overall sustainability framework and strategies, including principles and policies which are aligned with related regulations, monitor the implementation of the Group's approved overall sustainability framework and strategies, including principles and policies and review any Sustainability Report or Sustainability Statement or information having major financial and/or reputational impact to the Group, to be publicly issued by the Group or to be included in the Company's Annual Integrated Report. 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 WORK OF THE BOARD GOVERNANCE & RISK MANAGEMENT COMMITTEE Through the six (6) meetings held, the Board Governance & Risk Management Committee undertook the following principal activities in discharging its responsibilities: 1. Governance, ethics and integrity a. Reviewed and recommended the policies relating to corporate governance elements which are, External Gift, Entertainment & Hospitality Policy, Asset/Personal Interest Declaration Policy, the Group's Code of Business Conduct and Ethics for employees, Shareholders Communication Policy and the Group's Discretionary Authority Limits. These policies are crucial in developing a strong culture of corporate governance, that allows Management to maintain an effective governance structure to ensure appropriate management of risk and level of internal controls. b. Received updates on the status of compliance of Board Governance and Whistleblowing Report in line with Bursa Securities Listing Requirements on the Group's corporate governance disclosure and the principles of MCCG 2012. This reflects the healthiness of governance in the Group and to gauge the effectiveness of the Group's Whistleblowing Policy and Procedures. c. Endorsed the execution of FGV Governance & Integrity Award Programme. This programme allows the business units and individuals to exhibit high integrity values and excellent corporate governance attributes. Significant results were achieved as the objectives were met through the assessment scoring, on the maturity level of the organisation for good governance practices. 2. Riskmanagement a. Received updates on the Group’s risk status through the Quarterly Risk Report covering the Group’s top ten (10) risks, key enterprise and business risks, project risks, emerging and reputational risks. This ensures the Board is always informed of theGroup’s risk universe, any significant risks that require closer attention and the prevailing risk profile and outlook. b. Approved the creation of new Risk Registers for companies or divisions within the Group yet to have dedicated risk registers. The establishment of these Risk Registers will help ensure that all relevant risks relating to these entities are properly documented. c. Deliberated the revised Risk Management Framework with recommendations entailing a two-year implementation roadmap with the objective to institute a robust and enhanced risk culture, controls and processes within the organisation. d. Evaluated on the Business Proposal Risk Review Function and Process which institutes necessity of comprehensive risk assessment on business and project proposals, hence instilling the requisite risk culture in business decision-making process. e. Appraised theproposednewand revised riskpolicies andprocedures to strengthen risk controls and processes within the organisation. f. Reviewed the enhanced risk reporting standard template. The new template makes the Quarterly Risk Reporting more comprehensive and relevant in line with the Company's strategic objectives. CORPORATE GOVERNANCE STATEMENT