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Fima Corporation Berhad
(21185-P)
sustainability & governance
48
statement on corporate governance
The Board has adopted a schedule of matters specifically reserved for its approval, which include amongst others:
• annual financial statements and quarterly results;
• the Company’s strategies and operating plans;
• annual budget;
• new appointments to the Board;
• dividend recommendation;
• large capital expenditure, corporate restructuring, acquisitions and disposals of significant assets and investment
proposals;
• related party transactions; and
• overall system of internal control and risk management.
In summary, the Board’s activities during the financial year comprised the following:
• Reviewed and approved the Group’s annual budget for the financial year 2017/18 and business plans for financial
years 2018/19 to 2021/22.
• Overseeing the conduct of the Group’s business by monitoring through a quarterly group performance report which
is tabled to the Board which includes a summary of the Group’s financial performance, operational issues, significant
changes/development in the business and the external environment, which affect the operations.
• Reviewed the audited financial statements for the financial year ended 31 March 2016 and satisfied that the financial
statements reflected the true and fair view of the financial positions and results and the Group.
• Reviewed and approved the final quarterly results for the financial year ended 31 March 2016 and quarterly results
for nine months period ended 31 December 2016.
• Reviewed and assessed the annual assessment of the effectiveness of the Board, Board Committees, external and
internal auditors.
• Reviewed the current compositions of the Board and Independent Directors and the time commitment given by the
Directors in fulfilling their responsibilities as Directors and members of the Board Committees.
• Reviewed the Terms of Reference of the Nomination and Remuneration Committee and expanded their functions to
include (i) reviewing and recommending the appropriate remuneration policies applicable to directors of subsidiaries
and senior management, and (ii) the recruitment, appointment and evaluation of the performance of Directors to
directors of subsidiaries and senior management.
• Reviewed the tenure of the Independent Director’s time in office.
• Reviewed the performance of the Managing Director and approved his remuneration package and benefits.
• Reviewed and approved the statements for insertion in the Company’s Annual Report for the financial year ended 31
March 2016.
• Reviewed the Circular to Shareholders in relation to the proposed shareholders’ mandate for recurrent related
transactions of a revenue or trading nature and Statement to Shareholders in relation to proposed renewal of the
authority for share buy-back.