FGV Annual Report 2020

195 Who We Are How We Operate How We Are Governed Additional Information Sustainability Matters Statement & Discussion By Our Leaders www.fgvholdings.com GOVERNANCE AND INTEGRITY FRAMEWORK The Board is responsible for reviewing the adequacy and integrity of the Group’s management information and internal control system. Above all, it must ensure the presence of an effective corporate governance and integrity framework to oversee the governance process to be in line with external regulators and best practices. As a listed entity, FGV continues to embed a governance and integrity framework that goes beyond an interest in governance for its own sake or the need to comply with the requirements. For this, we have adopted an integrated Group-wide approach that strives with continuous improvements and strengthening of governance structures and processes across the Group and its subsidiaries. We will also be continuously evaluating our governance practices in response to evolving best practices and the changing needs of FGV. With sustainability considered a high level priority for FGV, the Board established an Independent Advisory Panel (IAP) in 2019 comprising of global experts tasked on advising the Board on world class sustainability management standards and expectations, especially with regard to RSPO certification, human rights and environment protection. Details of FGV’s sustainability initiatives can be found in Section 4 of this report. STAKEHOLDER ENGAGEMENT FGV regularly engages with its stakeholders to address concerns faced by them. We are committed to strengthening ties with our stakeholders as we strive to meet their needs and continue to deliver value in our sustainability journey. Maintaining dialogue with all of our stakeholders has been a key focus of the Board. Through our Chairman’s letter to shareholders, press releases and stakeholder engagements, we have ensured that all our stakeholders are informed on FGV’s strategic shift towards becoming one of the leading international agri-business players. Our Annual General Meeting also provides shareholders with another valuable opportunity to communicate with us. Further details on stakeholder engagement can be found on pages 82 to 84 and pages 223 to 225 of this report. APPLICATION OF MCCG 2017 For FY2020, FGV has applied the principles and practices of the MCCG 2017 and also adopted Step Up practices, with the exception of Practice 12.1, Step Up 7.3 and Step Up 8.4. Kindly refer pages 259 to 261 of this report. In light of the Government of Malaysia’s pronouncement of the Movement Control Order aimed at curbing the spread of Covid -19, the Securities Commission’s Guidance Note on the Conduct of General Meetings for Listed Issuers and having regard to the well-being and the safety of our shareholders, FGV had applied Practice 12.3 by leveraging technology to facilitate voting in absentia and remote shareholders’ participation for its fully virtual Annual General Meeting held on 19 June 2020. Full details on how we applied the principles and practices of the MCCG 2017 and also adopted the Step Up practices can be found in our Corporate Governance Report, which is available on our website at RECOGNITION FGV’s commitment to observing high standards of transparency and accountability gained international recognition. In the year under review, FGV won the Best Corporate Governance (Malaysia) award from World Finance, a London-based business magazine with global reach. Companies are encouraged to fully disclose the detailed remuneration of each member of senior management on a named basis Step Up 7.3 The Audit Committee should comprise solely of Independent Directors Step Up 8.4 Notice for an Annual General Meeting should be given to the shareholders at least 28 days prior to the meeting Practice 12.1