FGV Annual Report 2017

FELDA GLOBAL VENTURES HOLDINGS BERHAD HOW WE ARE GOVERNED 92 BOARD GOVERNANCE & RISK MANAGEMENT COMMITTEE REPORT GOVERNANCE AT FGV: ACCOUNTABILITY • In relation to risk management, to direct and oversee the formulation of the Group’s overall 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 the Group’s position and business, to advise and report to the Board, the overall risk appetite, tolerance and strategy on managing business risks, to report to the Board, key business risks and seeks its approval 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 on our website, www.feldaglobal.com . SUMMARY OF WORK OF THE BOARD GOVERNANCE & RISK MANAGEMENT COMMITTEE Through the six meetings held, the Board Governance & Risk Management Committee undertook the following principal activities in discharging its responsibilities: Governance, ethics and integrity a. Reviewed and recommended the policies relating to corporate governance elements which are, among others, FGV Management Reporting Policy, revised FGV Corporate Disclosure Policy, revised Business Continuity Management Policy and Framework, revised EAA. 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 2017. This reflects the healthiness of governance in the Group and to gauge the effectiveness of the Group's Whistleblowing Policy and Procedures. Risk management a. Assessed and deliberated 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 the Group’s risk universe, any significant risks that require closer attention and the prevailing risk profile and outlook. b. Evaluated and approved the implementation of a risk appetite statement for FGV Group, which puts in place a quantitative approach towards measuring and monitoring the risk profile of the Company, by empirically determining the Company’s risk appetite against agreed risk tolerance thresholds and benchmarks. c. Advised and guided the progress of the Governance Quantum Leap Project, whereby various initiatives were undertaken to improve the level of corporate governance and business controls in FGV Group. Areas identified include strengthening finance policy and procedures, review of internal controls and also enhancing Board oversight. d. Reviewed and approved the creation of new risks registers for companies or divisions within the Group yet to have dedicated risk registers. The establishment of these risk registers ensures relevant risks relating to these entities are properly documented, monitored and mitigated. e. Approved the revised Business Continuity Management Policy and Framework to improve the Company’s resilience across the organisation should any adverse events arise that may affect business operations. f. Appraised on the new enterprise risk management system which automates and enhances the effectiveness of FGV’s internal risk management processes. g. Endorsed the risk management programme and activity plan for the year, which includes the continuation of the risk management framework two-year implementation roadmap with the objective to institute a robust and enhanced risk culture, controls and processes within the organisation.