FGV Annual Report 2016

FELDA GLOBAL VENTURES HOLDINGS BERHAD 94 HOW WE ARE GOVERNED CORPORATE GOVERNANCE STATEMENT One of the essential components of the Governance Framework is the clarity of roles between the Board of Directors (the Board), the GP/CEO and the Executive Committee of FGV (EXCO). The Board guides the strategic direction of FGV Group, and monitor the progress in the execution of the business strategies. The Board ensures that the Group and its subsidiaries comply with the requirements of the Companies Act and Malaysian Code on Corporate Governance 2012 (MCCG 2012), as well as the Main Market Listing Requirements (Listing Requirements) of Bursa Malaysia Securities Berhad (Bursa Securities), together with any other legislative requirements and documents within the ambit of the Governance Framework. MALAYSIAN CODE ON CORPORATE GOVERNANCE 2012 APPLICATION In the spirit of good corporate governance, we have applied the principles and practices of the MCCG 2012. We have summarised the application in the below table, based on each principle and the details of the applications may be found on pages 353-354 of this Annual Integrated Report 2016. MCCG 2012 Application FGV AIR 2016 Applied/Not Applied Principle 1 Establish clear roles & responsibilities Applied Principle 2 Strengthen composition Applied Principle 3 Reinforce independence Applied Principle 4 Foster commitment Applied Principle 5 Uphold integrity in financial reporting Applied Principle 6 Recognise and manage risks Applied Principle 7 Ensure timely and high quality disclosure Applied Principle 8 Strengthen relationship between company and Shareholders Applied We welcome the draft Malaysian Code on Corporate Governance 2016, which was released for consultation in March, 2016. We are assessing the impact of the proposed changes on our governance frameworks. FORMALISED ETHICAL STANDARDS In discharging its responsibilities, the Board observes the principles of ethical conduct as contained in the FGV Code of Ethics and Conduct (CoEC) and FGV Code of Business Practice (CoBP) for Directors. The Directors' CoEC and CoBP outlines the ethical standards of behaviour and conduct expected from all Directors of FGV Group. All Directors have given their commitment to comply with the Directors' CoEC and CoBP through a signed declaration. The Directors' CoEC and CoBP are made available to the Directors and are also published on the Company's corporate website. FGV also has in place a Code of Business Conduct and Ethics for employees which was revised and approved by the Board on 25 August 2016.

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