FGV Annual Report 2018

84 REINFORCED OUR STANDARDS OF GOVERNANCE FGV HOLDINGS BERHAD GOVERNANCE AT FGV: ACCOUNTABILITY BOARD GOVERNANCE & RISK MANAGEMENT COMMITTEE REPORT DATO’ YUSLI MOHAMED YUSOFF Chairman, Board Governance & Risk Management Committee COMPOSITION AND MEETINGS The Board Governance & Risk Management Committee comprises exclusively of Independent Non-Executive Directors. The Board Governance & Risk Management Committee held five meetings in 2018. The Board Governance & Risk Management Committee’s responsibilities are as follows: • In relation to governance, ethics and integrity, to direct and oversee the formulation of the Group’s governance framework with a view to inculcate an ethical and governance climate consistent with the Board’s risks appetite, guided by the recommendations of MCCG 2017, to direct and oversee the formulation of the Group’s programmes and policies to support the implementation of the Group’s governance framework and endorse the blueprints and policies for the Board’s approval, to review reports on the status and availability of related procedures by the Group’s operations and subsidiaries to implement the Group’s policies, to monitor the status and progress of formulation and implementation of the related governance framework, blueprints and policies; and accordingly report to the Board the status and to recommend to the Board the approval of and/or amendments to the Group’s governance framework, blueprints and policies. The Committee progressed with its risk management, governance and sustainability oversight roles. COMPOSITION Independent Non-Executive Directors 100% Dato’ Yusli Mohamed Yusoff Senior Independent Non-Executive Director Datuk Dr. Salmiah Ahmad Independent Non-Executive Director Dato’ Yahaya Abd Jabar Independent Non-Executive Director Tan Sri Dr. Sulaiman Mahbob Independent Non-Executive Director Appointed as Chairman on 6 September 2018 Appointed as Member on 23 November 2017 Appointed as Member on 29 August 2013 (Resigned as Member on 19 November 2018) Appointed as Member on 8 April 2014 (Appointed as Chairman on 24 February 2015) (Resigned as Chairman and Member on 1 March 2018) For further details of the Board Governance & Risk Management Committee’s Terms of Reference are published on our website, www.fgvholdings.com Chairman Member Member Chairman 6 months 1 year and 4 months 5 years and 3 months 3 years and 11 months Date of appointment to the Board Governance & Risk Management Committee Number of meetings attended in 2018 Designation Tenure in Board Governance & Risk Management Committee 1/1 5/5 4/5 1/1 Directors The members of the Board Governance & Risk Management Committee during FY2018 up to 20 March 2019 and the record of their attendance are as follows: