FIMA CORPORATION ANNUAL REPORT 2016

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page 28 FIMA CORPORATION BERHAD(21185-P) | Annual Report 2016
2. STRENGTHEN COMPOSITION
The Board has delegated certain responsibilities to the Board Committees namely the Audit Committee,
Nomination Committee and Remuneration Committee which operate within defined terms of reference
approved by the Board. The Board Committees are authorized to examine specific issues and where
necessary, issues deliberated by the Board Committees are presented to the Board with the appropriate
recommendations. The responsibility of making decisions on all matters ultimately lies with the Board as a
whole.
The authority and the functions of these Board Committees are clearly defined in their respective terms of
reference, which are available on the Company’s website at .
2.1 Audit Committee
The Board is assisted by the Audit Committee whose members and activities for the year under review
are presented in the Report of the Audit Committee in this Annual Report. The terms of reference of the
Audit Committee are available on the Company’s website at
The Risk Management Committee (RMC) has been established as a sub-committee of the Audit
Committee to support the Audit Committee in providing oversight direction and counsel to the Group’s
risk management process. The RMC is headed by the Senior Independent Non-Executive Director
and supported by a Risk Management Unit, comprising of senior management and headed by the
Managing Director. The RMC is not authorized to implement its recommendations on behalf of the Audit
Committee but shall make the relevant recommendations to the Audit Committee for its consideration
and implementation.
2.2 Nomination Committee
The Nomination Committee which was established on 28 August 2001 and consists entirely of non-
executive directors, all of whom are independent directors. The members of the Nomination Committee
as at the date of this Annual Report are:
Datuk Alias bin Ali (Chairman)
(Independent Non-Executive Director)
Rezal Zain bin Abdul Rashid
(Senior Independent Non-Executive Director)
Dato’ Adnan bin Shamsuddin
(Independent Non-Executive Director)
The Nomination has been entrusted with the following duties and/or responsibilities:
• Review contribution of individual Directors and effectiveness of the Board as a whole with its mix
of skills and experience and other qualities, including core competencies which each Director shall
bring to the Board;
• Make recommendations to the Board on candidates for directorship on the Board of the Company
and its Group subsidiaries;
• Recommend suitable orientation, educational and training programmes to continuously train and
equip both existing and new Directors; and
• Examine the size of the Board to determine its effectiveness.
STATEMENT OF
CORPORATE GOVERNANCE (contd.)