FGV Annual Report 2017

FELDA GLOBAL VENTURES HOLDINGS BERHAD HOW WE ARE GOVERNED 68 Board Activities can be found on pages 70-71 BOARD ROLES AND MEETING ATTENDANCE THE ROLE OF THE BOARD The Board is responsible for the overall conduct of the Group’s business and has the powers and duties set out in the Board Charter. Broadly, the Board reviews and adapts a sustainable Strategic Plan for the Group’s business, oversees the conduct of the Group’s business, identifies key risks and ensures the implementation of appropriate controls and mitigation measures, reviews succession planning, appointments of Board Members, Board Committee Members, Board Members of FGV’s subsidiaries and Key Senior Management, oversees the development and implementation of investor relations programmes and Shareholders Communication Policy, reviews the adequacy and the integrity of management information. GOVERNANCE AT FGV: LEADERSHIP AND EFFECTIVENESS OVERVIEW OF ROLES ON THE BOARD MEETING ATTENDANCE DURING THE DIRECTORS’ TENURE GP/CEO Plays a pivotal role in ensuring that matters that have been delegated to management are efficiently executed. SENIOR INDEPENDENT NON-EXECUTIVE DIRECTOR Point of contact for Shareholders and other Stakeholders to convey their concerns. INDEPENDENT NON-EXECUTIVE DIRECTORS Protects the interests of minority shareholders and contributes significantly to a company’s decision-making by bringing in the quality of detached impartiality. NON-EXECUTIVE DIRECTORS Acts as a bridge between management and Stakeholders, particularly Shareholders. CHAIRMAN Primary role is to preside over meetings of Directors and ensure the smooth functioning of the Board in the interest of good corporate governance. DIRECTORS Percentage Datuk Wira Azhar Abdul Hamid 1 100% Dato’ Sri Abu Bakar Harun 4 54.5% Dato’ Yahaya Abd Jabar 100% Tan Sri Haji Mohd Isa Dato’ Haji Abdul Samad 2 100% Dato’ Ab Ghani Mohd Ali 5 72.7% Tan Sri Dr. Sulaiman Mahbob 8 84% Dato’ Zakaria Arshad 3 Datuk Dr. Salmiah Ahmad 11 Datuk Mohd Anwar Yahya 13 40% 100% 100% Datuk Muzzammil Mohd Nor 6 (Alternate Director to Dato’ Ab Ghani Mohd Ali) - Datuk Noor Ehsanuddin Mohd Harun Narrashid 9 93.8% Datuk Siti Zauyah Md Desa 88% Datuk Dr. Omar Salim 7 73.9% Dato’ Mohamed Suffian Awang 100% Dato’ Mohd Zafer Mohd Hashim 10 Dr. Mohamed Nazeeb P.Alithambi 12 95.5% 100% The division of roles between the Chairman and the GP/CEO can be found in the Corporate Governance Report on our website, www.feldaglobal.com. NOTES : 1 Appointed as Director and Chairman on 8 September 2017. 2 Resigned as Director and Chairman on 19 June 2017. 3 Dato’ Zakaria Arshad was granted leave of absence and he was relieved from all his capacities as GP/CEO and/or Director to act for FGV Group including all its subsidiaries with effect from 6 June 2017 until 15 October 2017.