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As part of our Corporate Social responsibility programme, Unos and TeleVAS in conjunction with Kelab my-kart Selangor are embarking on a fund raising...

Home arrow Our Commitment arrow Corporate Governance

Corporate Governance

We, in FSBM recognise corporate governance to be instrumental to our business integrity and to maintaining investors' trust in us. As such, it has always been our practice and commitment that the Group is managed responsibly with integrity, accountability and transparency.

The Board of Directors is committed to follow the highest standards of corporate goverrnance throughout the Group as a fundamental part of discharging its responsibilities to protect and enhance the interests of all stakeholders. To this end, we act in support and accordance with the Malaysian Code on Corporate Governance.

In place are specific responsibilities discharged to the Audit Committee, Nomination Committee, Remuneration Committee, Risk Monitoring Committee and Executive Council Committee, governed under its defined terms of reference.

The Audit Committee, in addition to the duties and responsibilities set under its terms of reference, acts as a forum for discussion of internal control issues and contributes to the Board’s review of the effectiveness of the Group’s internal controls.

The Audit Committee, whose membership is made up entirely of independent directors, is required, amongst other things, to review the Company's results and financial statements, review the activity of the internal and external auditors and monitor compliance with statutory and listing requirements. The members, composition and terms of reference of the Audit Committee are laid down at the Report of the Audit Committee.

 

SUMMARY OF CODE OF CONDUCT

All employees are guided in our HR Policies and Procedures Handbook on the Code of Conduct that is to be observed and abided. The Code of Conduct seeks to ensure that staff conduct themselves ethically, without conflict of interest, diligently and appropriately in discharging their duties.

 

BOARD CHARTER

The purpose of the Board Charter is to ensure that all Board members are aware of their duties and responsibilities as Board members.

Corporate Objectives

The corporate objectives of FSBM are articulated through our vision, mission statements, and core values. The capital and resources of the Company will be allocated to those assets and activities which will enable the Company to achieve its goals in a manner best serving the interest of the Shareholders as a whole. The ultimate objective is to realise long term shareholder value.

Board Membership

The Board shall consist of qualified individuals with diverse professional background, skills, extensive experience and knowledge necessary to goven the Company and Group. This section details the Composition and Tenure of the Board, including the expectations, qualifications, compliance to regulatory requirements and the Articles of Association of the Company.

Duties and Responsibilities of the Board

This section sets out the duties and responsibilites of the Board.

Board Committees

The Board may from time to time establish Committees as is considered appropriate to assist the Board in carrying out its duties and responsibilities. The Board delegates certain functions to the following Committees to assist in the execution its duties and responsibilities:

  • Audit Committee;
  • Nomination Committee;
  • Remuneration Committee
  • Risk Monitoring Committee; and
  • Executive Council Committee.

The Committees shall operate under clearly defined terms of reference and scope of work. The Committees are authorised by the Board to deal with and deliberate on matters delegated to them within their terms of reference. The Chairman of the respective Committees reports to the Board on the outcome of the Committee meetings.

Board Procedures

This section sets out details on the Board Meetings, Directors’ Remuneration, Directors’ Training and Code of Ethics and Conduct. The Directors are also guided in their access to information and independent professional advice, investor relations and shareholder communication, and role of the Company Secretary.

 

WHISTLEBLOWING POLICY

Policy Statement

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