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c o r p o r at e G O V E R N A N C E
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CORPORATE GOVERNANCE OVERVIEW STATEMENT
The Board’s responsibilities include, amongst others:-
Strategy
Review strategic direction and approve the strategic and business plan
Financial oversight
Adopt the annual budget and capital expenditure plan and monitor management and financial
performance
Internal control and risk
management framework
Oversees the effectiveness of the Group’s system of internal control and risk management
framework
Financial and other
reporting
Review and approve quarterly financial results, annual financial statements, directors and
principal officers interest in Company’s securities, related party transaction and share buy-back
Board performance and
composition
Evaluate the performance of theBoard and individual directors on an annual basis indetermining
its size, composition and the effectiveness of the Board as a whole
Leadership performance
Evaluate and assess the performance of the Managing Director
Succession and
remuneration planning
Review Managing Director and senior management succession and remuneration, and setting
Non-Executive Director remuneration
Sustainability
Consider the social, ethical and environmental impact of FimaCorp Group’s activities and
operations
Material transactions
Evaluate and approve major expenditure and capital initiatives in excess of the authority levels
delegated to Management/Board of subsidiaries
Corporate Governance
Review and monitor the Company’s corporate governance practices
Board Allocation of Agenda Item FYE2018
A 30% Financial Reporting
Quarterly financial results and audited financial statements
B 30% Strategy and Planning
Strategic and operational planning; consideration of corporate
transactions
C 20% Group Performance Report
Review of divisonal business
D 10% Reports from Board Committees
Audit and Nomination and Remuneration activities
E 5% Board and Board Committees Evaluation Performance, effectiveness, composition and succession
F
5% Other Matters
- Review the proposed new structure of Group Finance & Treasury;
- Review the proposed establishment of an internal Sustainability
Committee;
- Payment of ex-gratia to Group employees; and
- Payment of interim dividend for FYE2018
The Board delegates management of the day-to-day affairs and responsibilities of the Company to the Managing Director to
deliver the strategic direction and goals determined by the Board. The Managing Director is authorized to delegate the powers
conferred on him as he deems appropriate. The Managing Director is supported by senior management who work together to
execute the Company’s strategy and manage the operations of the Company.