Shaped By High Standards Of Governance 134 FGV HOLDINGS BERHAD BOARD PERFORMANCE FGV conducts its Board Effectiveness Assessment (BEA) annually. The process of the BEA is set out in the diagram below: QUESTIONNAIRES AND BOARD SURVEY Board Environment Work of the Board Use of Time ENGAGEMENT OUR PROCESS Board Leadership and Effectiveness Principle A: The BEA 2022 was conducted to assess the effectiveness of the Board as a whole, the Board Committees and the individual Directors in accordance with Paragraph 15.08A(3)(c) of the Bursa Securities Listing Requirements, Practice 6.1 of the MCCG 2021 and the Board Nomination and Election Policy and Procedures (BNE Policy), which includes a review on the tenure of each Director, an assessment on the independence of Independent Directors, a review on the performance of the Board in addressing the Company’s material sustainability risks and opportunities as well as a review on the term of office and performance of the AC and each of its members to determine whether they have carried out their duties in accordance with the AC’s ToR. As per the BNE Policy, an independent professional consultant (external consultant) was appointed to assist the NRC to facilitate an objective and candid BEA. KPMG Management & Risk Consulting Sdn Bhd (KPMG MRC) was appointed to conduct BEA 2022. Areas covered by the BEA include, inter alia, Board mix and composition, quality of information and decision-making including ESG consideration, oversight of subsidiaries, contribution and performance of Directors, performance of the Group CEO as well as individual Board Committee assessments. Assessment forms were developed by KPMG MRC to assist Directors in carrying out self and peer assessments of FGV’s Board, Board Committees and individual Directors, giving due regard to the Directors’ skillsets and experiences, and incorporating the need for competence, objectivity and the discharge of their fiduciary duties. The assessment forms were then distributed to all Board members. Summary of Strengths and Challenges Key Observations and Themes BOARD DISCUSSION BOARD IMPROVEMENT PLANS EXTERNALLY FACILITATED INTERVIEWS AND DOCUMENT INSPECTION Relevant benchmarking Best practices, common themes and priorities
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