PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS
I.
BOARD RESPONSIBILITIES
Role and Responsibilities of the Board
The general powers of the Board and the Directors are conferred in the Company’s Constitution. The role
and responsibilities of the Board, including the matters that are reserved to the Board or its Committees, are
formalized in a Board Charter and Committees’ Terms of Reference which are available on the Company’s
website at
www.fimacorp.com/corporate-governance.Role and operation of the Board
The Board has ultimate responsibility for the overall leadership of the Group. In this role, it oversees the
development of a clear Group strategy, monitors operational and financial performance against agreed
targets and objectives and ensures that appropriate controls and systems exist to manage risk.
Specific Board matters
The matters reserved for the Board are:
• Approving annual financial statements and quarterly financial results
• Contributing tomanagement’s development of the Company’s strategy and plans, and ultimately approving
operating budgets and monitoring performance
• Approving director’s appointment to the Board and Board Committees
• Approving major capital expenditure, acquisitions, disposals of significant events and investment proposals
• Dividend recommendation
• Overseeing and monitoring overall system of internal control and risk management
• Overseeing related party transactions
Some of the Board’s activities in FYE2019 are described in the table below:
FYE2019
Financial Reporting/
Performance
• Approved quarterly financial results and audited financial statements.
• Reviewed the financial performance of the business operations against approved
strategies, plans and budgets.
• Reviewed the recurrent related party transactions entered into by the Group.
• Reviewed major capital expenditure/acquisition.
• Determined dividend amount, nature and timing of dividends to be paid.
• Maintained oversight of the Group’s financial position.
Fima CORPORATION Berhad
(21185-P)
Annual Report 2019
56