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65

F i m a C o r p o r at i o n B e r h a d ( 2 1 1 8 5 - P ) •

A n n u a l R e p o r t 2 0 1 8

Executive

Director

Non-Executive Directors

Dato’ Roslan

bin Hamir

Dato’ Adnan bin

Shamsuddin

Rezal Zain

bin Abdul Rashid

Datuk Alias

bin Ali

Dr. Roshayati

binti Basir

RM

Subsidiaries

Directors’ Fees

-

36,000

18,000

-

-

Meeting

allowance

-

8,000

4,000

-

-

Salaries

424,848

-

-

-

-

Bonus

379,443

-

-

-

-

Benefits in kind

22,700

-

-

-

-

Others

153,822

-

-

-

-

TOTAL

980,813

44,000

22,000

-

-

The Directors’ fees were last increased in FYE2014. Shareholders’ approval will be sought accordingly at the forthcoming AGM.

Meeting attendance allowances are paid to Non-Executive Directors based on the number of meetings attended during

the financial year. For the Managing Director of the Company, the NRC reviews the remuneration package annually and

recommend to the Board on specific adjustments and/or reward package that reflect his contribution throughout the year

as well as corporate performance and achievement of key performance indicators, taking into consideration the market and

industry practice. The Managing Director recuses himself from deliberation and voting on his annual performance salary and

bonus and remuneration package at NRC and Board meetings.

PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT

I.

AUDIT COMMITTEE

The Audit Committee is chaired by Encik Rezal Zain bin Abdul Rashid and the members are Dato’ Adnan bin Shamsuddin

and Datuk Alias bin Ali, all of whom are INEDs. The experience and qualifications of members of the Audit Committee are

disclosed in the Profile of Directors section of this Annual Report. The Audit Committee has a written Terms of Reference

which is available on the Company’s website under ‘Investors’ section.

The Audit Committee is responsible for assisting the Board in fulfilling its corporate governance responsibilities with regard

to financial reporting, audit and risk management, including the integrity of the Group’s financial reporting, the effectiveness

of the Group’s enterprise risk management and internal control framework and oversight of the independence of the external

and internal auditors. In this regard, the Audit Committee must ensure that the objectivity, independence and effectiveness of

external and internal auditors are maintained.

The particulars in relation to the audit and non-audit fees incurred by the Company and its subsidiaries for the FYE2018 are

as follows:-

Audit Fees (RM’000)

Non-Audit Fees (RM’000)

FYE2018

FYE2017

FYE2018

FYE2017

Company

73

73

9

9

Subsidiaries

225

221

-

-

TOTAL

298

294

9

9

CORPORATE GOVERNANCE OVERVIEW STATEMENT