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sustainability & governance

Annual Report 2017

53

The following activities were carried out by the Remuneration Committee during the financial year ended 31 March 2017:

• Assessed and evaluated the performance of the Managing Director; and

• Made recommendations to the Board in relation to the fixed remuneration and annual incentive for the Managing

Director.

The Remuneration Committee was dissolved with effect from 24 May 2017 following the establishment of the Nomination

and Remuneration Committee.

2.4 Nomination & Remuneration Committee (“NRC”)

The Nomination & Remuneration Committee was recently formed on 24 May 2017 and the members of the 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 NRC’s primary responsibility is to structure and review and to make recommendations to the Board on all matters

pertaining to remuneration, recruitment and performance evaluation of the Managing Director, subsidiary company directors

and senior management.

The NRC’s Terms of Reference is available in the Company’s website.

2.5 Risk Management Committee

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.

Through the RMC, the Board oversees the risk management framework of the Group. The RMC advises the Audit

Committee and the Board on areas of high risk and the adequacy of compliance and control procedures throughout the

organization.

The RMC reviews and recommends the annual Risk Profile of the Group which specifies the key enterprise risks for

approval by the Board.

Details of the Company’s risk management framework are set out in the Statement on Risk Management and Internal

Control of this Annual Report.

statement on corporate governance