2019
2018
2017
Re-election and Re-appointment of Directors
Pursuant to the Company’s Constitution, Encik Rosely bin Kusip and Datuk Bazlan bin Osman, who were
appointed as addition to the existing Board shall hold office as Independent Non-Executive Directors only
until the Company’s forthcoming AGM to be held on 28 August 2019 and shall then be eligible for re-election
at the said AGM. The term of office of Non-Executive Directors is not more than three (3) years.
The Constitution of the Company further provides for rotation of Directors whereby one third (1/3) or more
of the Directors are to retire at every AGM of the Company and that all Directors must retire at least once in
three (3) years and shall be eligible for re-election. Further the re-appointment of Encik Rezal Zain bin Abdul
Rashid and Dato’ Adnan bin Shamsuddin the Company’s Independent Directors, who have served the Board
for more than nine (9) years, will be subject to separate resolution to be approved by the shareholders.
Directors who are due for re-election and re-appointment at the forthcoming AGM are as set out in the Notice
of the AGM in this Annual Report.
Performance Evaluation
An annual effectiveness review is conducted to evaluate the performance of the Board, Board Committees
and individual Directors. The review is an important opportunity to be able to recognize individual and
collective strengths and weaknesses, which prompt required changes and are also taken into account during
the Board succession process.
Independent, externally
facilitated review
Internal performance
review
Internal performance
review
For FYE2019, the evaluation was carried out internally in April 2019 through a questionnaire prepared for the
Board, Board Committees and individual Directors. The results of these evaluations have been reviewed by
the NRC in May 2019 and the outcomes and recommended actions were thereafter tabled and discussed by
the Board and improvement actions were agreed based on such discussion. The overall conclusion was that
the Board worked well and continued to function in an open and collaborative way with a high level of trust
and respect.
Fima CORPORATION Berhad
(21185-P)
Annual Report 2019
66