CORPORATE GOVERNANCE PRACTICES The Group has benchmarked its practices against the relevant promulgations as well as other best practices. The Company has complied with the Practices encapsulated in the MCCG 2021 for the year under review, with the exception of Practice 5.2 and Practice 8.2. Details on how we have applied the best practices recommended by the MCCG 2021 are outlined in the Group’s Corporate Governance Report 2024 (CG Report) which is available on our corporate website at www.fgvholdings.com. This Statement is to be read in conjunction with the CG Report prepared based on the prescribed format as stipulated in Paragraph 15.25(2) of the Bursa Main Market Listing Requirements (Listing Requirements), to substantiate the Group’s implementation of and departures from the Practices of MCCG 2021. Explanations for the departure of Practice 5.2 and Practice 8.2 include descriptions of the measures the Company intends to adopt and the timeframe required to apply these Practices. The explanations for the departures of the Practices are detailed on page 223 of this Annual Integrated Report (AIR) 2024. BOARD OVERSIGHT FGV is led by a Board whose Directors are collectively responsible for creating and delivering long-term sustainable value for the Group’s business. The Board holds primary responsibility for the governance and management of the Company as well as for the financial and organisational health of the Company. A pivotal duty of the Board is to ensure that it balances the interests of the Group and its diverse stakeholders. The Board governs and directs the Group in a cyclical process that involves formulating strategy, implementing policies, monitoring performance, and providing accountability. In an increasingly challenging global business environment, where an organisation’s sustainability practices are typically analysed to minimise adverse environmental and social impacts, the Board aims to enhance the Group’s corporate governance practices and processes to address growing operational challenges. The Board continuously assesses and manages emerging risks and opportunities through effective controls to ensure long-term sustainability and growth. The Board is cognisant of its critical role in upholding ethical standards, ensuring legal compliance and protecting the organisation from actual wrongful loss. The Board exercises diligent oversight, establishes robust internal controls, and fosters a culture of integrity at all levels of the organisation. The Board sets, oversees, and approves the overall strategic objectives, direction, and performance of the Group, with some strategic oversight delegated to Board Committees. Accordingly, the Board is responsible for formulating the Group’s strategy, making policy and providing plans. This involves executing the approved strategies by Management while ensuring alignment with the Company’s vision and mission. The Board takes appropriate action to ensure that the Group is adequately resourced to achieve its strategic aspirations. The Board considers the impact of its decisions and its responsibility to all of the Group’s stakeholders. The Board ensures that the Group’s strategic plan supports long-term value creation and includes strategies on ESG considerations, thereby strengthening the integration of sustainability in the Group’s operations. Through sustainable practices, the Group becomes more resilient, can create durable and sustainable values, and simultaneously maintains the confidence of its stakeholders. The Board ensures that it is well-positioned to fulfill its oversight responsibility through periodic assessments of agenda priorities, ensuring that it remains well-informed in a timely manner about matters requiring attention. Together with Management, the Board fosters a strong corporate governance culture within the Group ensuring ethical leadership, and promoting prudent, professional behaviour in its business conduct and all operational aspects. 185 Sec 07 SUSTAINING VALUE THROUGH GOOD GOVERNANCE (CORPORATE GOVERNANCE OVERVIEW STATEMENT)
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