FGV Annual Report 2018

56 REINFORCED OUR STANDARDS OF GOVERNANCE FGV HOLDINGS BERHAD CHAIRMAN’S GOVERNANCE OVERVIEW INSIDE THIS STATEMENT The Board of Directors (the Board) of FGV Holdings Berhad (formerly known as Felda Global Ventures Holdings Berhad) (FGV or the Company) believes that effective corporate governance is critical to delivering our strategy and creating long-term value for our Shareholders. In addition to implementing improvements in governance, we have refreshed our governance and integrity framework to support the clear and consistent delegation of authority fromour Board to senior levels of the organisation and beyond. This will enable faster, better decision making and help us live up to our values in everything we do. The Board adopted a refreshed set of delegations of authorities for FGV and its Group of Companies (FGV Group or the Group) that facilitates the governance of official responsibilities, created clearer personal accountability, and enabled better decision making at the top of the business. Additionally, we further strengthened and embedded our core value of governance and integrity with numerous activities throughout the year. These include, collaborating with the Malaysian Institute of Integrity to conduct an Integrity Assessment Survey which utilised their Integrity Assessment Tool, forming a Central Reporting and Investigation Authority, instituting governance Policies and Procedures to govern the formulation of overall policies and managing while strengthening our Whistleblowing Policy. ESTABLISHING SPECIAL BOARD COMMITTEES Special Board Committees were established with specific remits. The Special Board Committee 1 was formed to oversee processes involved for review and evaluation of several of the Group’s past transactions. These were specific past transactions that were required to be reviewed and evaluated by the Board. The Special Board Committee 1 had engaged independent consultants and specialists to undertake the review, advise and provide guidance on the matters. The Special Board Committee 1 will cease to operate once the review of the specific past transactions is concluded. The Special Board Committee 2 had the task of closely monitoring the performance of the Group, advising on ways to achieve the agreed key result areas. The Special Board Committee 2 paved the way for a more coordinated interaction between Management and the Board. Additionally, Special Board Committee 2 assumed the roles and responsibilities of the previous Group President/Chief Executive Officer (GP/CEO) from We have structured this year’s Corporate Governance Overview Statement (CGOS) in the following way, based upon the principles set out in the Malaysian Code on Corporate Governance 2017 (MCCG 2017) and Bursa Malaysia’s Corporate Governance Guide 2017. This CGOS should be read in conjunction with the Corporate Governance Report, which is available on our website, www.fgvholdings.com CONTENTS Leadership and Effectiveness • Our Governance and Integrity Framework • Our Board • Our Management • Board Roles and Meeting Attendance • Board Activities • Board Performance Evaluation • Board Induction and Training • Responsibilities, Oversight and Independence • Nomination and Remuneration Committee Report Accountability • Audit Committee Report • Board Governance & Risk Management Committee Report Remuneration Relations with Our Stakeholders • Communicating with Our Stakeholders Integrity in Corporate Reporting We have embraced change and transformation across many areas of the business, and I believe FGV is well-positioned to address its immediate challenges and plans for the future. DATUK WIRA AZHAR ABDUL HAMID Chairman pages 58-75 pages 76-88 pages 89-92 pages 93-94 page 95

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