STEERING INTEGRITY AND ACCOUNTABILITY SEC 6 122 SIGNIFICANT MATTERS CONSIDERED BY THE COMMITTEE The Chairman of the NRC provided the Board with updates on critical issues discussed during NRC meetings and the recommendations made therein. Additionally, confirmed minutes from each NRC meeting were distributed to the Board for review at the earliest possible opportunity. Significant matters reported by the NRC to the Board included: PERFORMANCE REVIEW During the financial year, the Board evaluated the NRC’s performance and the extent to which the NRC met the requirements of its ToR, including the term of office and performance of the NRC and each of its members. This performance assessment constituted part of the annual BEA, pertaining to the assessment of Board Committees. The NRC Report was made in accordance with the resolution of the Board of Directors approved on 27 March 2024. PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS SIGNIFICANT MATTERS HOW THE NRC PROVIDED OVERSIGHT ON THESE MATTERS Appointment of Chairman, Non-Independent Non-Executive Director (Government Appointed Director) and appointment of Independent NonExecutive Director Assessed the suitability of candidates, taking into account the selection criteria based on the BNE Policy as well as fit and proper criteria. Appointment of Senior Management Considered the proposed appointment of Senior Management, taking into account the current and future needs of FGV, including diversity requirements. Total Compensation Review for employees Assessed the outcome of the review made by an independent consultant and suggested the improvements needed. Board Improvement Plan Revised relevant ToR based on the proposals presented by the appointed independent consultant. Succession Planning Reviewed of the selected candidates and talent pool as succession plan for Senior Management. Directors Remuneration & Benefits Reviewed the existing remuneration & benefits of the Directors.
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