FIMA CORPORATION ANNUAL REPORT 2019

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