FGV HOLDINGS BERHAD | ANNUAL INTEGRATED REPORT 2023 121 SUMMARY OF WORK In 2023, the NRC reviewed and considered the following key matters in discharging its responsibilities: • Appointment and Remuneration • Appointment of Group Divisional Director • Appointment of Independent Non-Executive Directors • Renewal and Extension of Contract of Senior Management • Change of Nominees in FGV Group • Retirement and Re-election of Directors • Succession Planning • Review Group Divisional Structure NOMINATION AND ELECTION PROCESS AND APPOINTMENT AND RE-APPOINTMENT/RE-ELECTION PROCESS PERFORMANCE MANAGEMENT • KPIs for the GCEO • Re-alignment of Scorecard and KPIs Setting to the Principles of Balanced Scorecard • Group Corporate Scorecard REMUNERATION MATTERS • Performance Bonus Framework for Employees • Total Compensation Review by Consultant INDUCTION AND CONTINUING EDUCATION PROGRAMMES • Training programmes attended by the Board and induction programmes for newly appointed Directors STATEMENTS INCLUDED IN FGV’S ANNUAL INTEGRATED REPORT 2022 Conducted a comprehensive review of the Disclosure in CGOS and CG Report, focusing on the following areas: a. Board Nomination and Election Procedures: • Assessing the mix of skills, independence, and diversity, including gender diversity, to align with FGV’s needs. • Evaluating the balance, composition, tenure, and gender diversity of the Board. • Mapping Board skills and experience. • Analysing the BEA process. • Examining Directors’ training attendance for the financial year and induction programmes as per Bursa Securities Listing Requirements. • Ensuring Directors’ remuneration is in compliance with relevant provisions from Bursa Securities Listing Requirements and the Companies Act 2016. b. NRC Report Disclosure Review: • Assessing compliance with requirements outlined in Paragraph 2.20A of the Bursa Securities Listing Requirements. • Reviewing the composition of the NRC. • Analysing the number of NRC meetings held and attendance details of each member. • Summarising the work, activities, and matters considered by the NRC in fulfilling its functions and duties, and demonstrating how it fulfilled its responsibilities. BOARD ASSESSMENT • BEA • Board Improvement Plans PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS
RkJQdWJsaXNoZXIy NDgzMzc=