Page 70 - S P Setia Annual Report 2013
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68 | corporate Governance S P SETIA BERHAD GROUP Annual Report 2013






CORPORATE GOVERNANCE STATEMENT (CONT’D)








1.7 Board meetings

The Board meets at least four (4) times a year at quarterly intervals with additional meetings convened as and when necessary to
approve quarterly fnancial results, business plans, budgets and other business development activities. The yearly Board meetings
are scheduled in advance at the beginning of each calendar year to enable the Board members to plan their schedules accordingly.
Senior Management are invited to attend the Board meeting as and when necessary to brief the Board on proposals submitted to
the Board’s consideration. All proceedings of the Board meetings are duly minuted and signed by the Chairman of the Meeting.
Any Director who has a direct or indirect interest in the subject matter to be discussed during Board meetings will declare his or her
interest and abstain from the decision making process.

During the fnancial year under review, fve (5) Board meetings were held and the attendance record for each Director is as follows:-

name of Director total meetings attended Percentage of attendance (%)
Tun Dato’ Seri Zaki Bin Tun Azmi 5/5 100
Tan Sri Dato’ Sri Liew Kee Sin 5/5 100
Dato’ Voon Tin Yow 5/5 100
Dato’ Teow Leong Seng 5/5 100
Dato’ Chang Khim Wah 2/2 100
(resigned on 1 April 2013)
Dato’ Khor Chap Jen 2/2 100
(appointed on 27 June 2013)
Tan Sri Lee Lam Thye 5/5 100
Mr Ng Soon Lai @ Ng Siek Chuan 5/5 100
Tan Sri Dato’ Hari Narayanan A/L Govindasamy 5/5 100
Dato’ Leong Kok Wah 1/1 100
(retired on 28 February 2013)
Datuk Ismail Bin Adam 5/5 100
Dato’ Noor Farida Binti Mohd Ariffn 4/5 80
Tan Sri Dato’ Dr. Wan Mohd Zahid Bin Mohd Noordin 5/5 100
Encik Zainal Abidin Bin Jamal 2/2 100
(appointed on 12 September 2013)

All the Directors have complied with the minimum 50% attendance requirement in respect of Board meetings as stipulated by the
Listing Requirements of Bursa Securities.

The Board is satisfed with the level of time commitment given by the Directors towards fulflling their roles and responsibilities as
Directors of the Company. This is evidenced by the attendance record of the Directors at the Board meetings.

1.8 nomination committee

The Nomination Committee comprises entirely of Independent Non-Executive Directors. Members of the Nomination Committee are
listed on page 14 of this Annual Report. The Nomination Committee is empowered to identify and recommend new appointments
of Executive and Non-Executive Directors to the Board. In discharging this duty, the Nomination Committee will assess the suitability
of an individual to be appointed to the Board by taking into account the individual’s skills, knowledge, expertise and experience,
professionalism and integrity. The Nomination Committee will also ensure that women candidates are sought to meet the gender
diversity policy as recommended by the MCCG 2012.
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