Page 54 - Annual Report 2021

Overview Leadership Message Business Segment Moving Forward Our Resources Working for a corporate Financial
Review Plan Better Tomorrow governance Statements

COrPOraTE GOvErnanCE

with other Board members with a wide diversified backgrounds in order to Board committees
range of expertise. The Chairman of ensure only those with the right mix of The Board has established two (2)
the Board is responsible for instilling capabilities, expertise and experience committees namely the Audit & Risk
good governance practices, providing are chosen. The composition of the Committee (ARC) and Nomination
leadership and ensuring effectiveness Board is also reviewed regularly to & Remuneration Committee (NRC)
of the Board. The respective ensure effective contribution to the to assist it in discharging its oversight
responsibilities of the Chairman Board’s deliberation. function and to ensure appropriate
and GCEO, as well as the Board, its checks and balances are in place when
committees and management, are term of appointment dealing with specific functions or areas.
clearly demarcated in the Board The duration of appointments to the These committees have separate and
Charter. Board shall be for up to three (3) years defined written terms of reference,
which the Board may extend for an detailing the scope of their authority
Board composition additional maximum period of up to and responsibilities, which have been
The Board composition should two (2) years. approved by the Board. The Chairman
comprise representatives from the of each committee reports to the Board
University and from industry to on the items discussed and actions
strike the right balance required for taken at their meetings following each
the success of UMH. The selection A healthy Board meeting. Each committee reviews its
of individuals to be appointed as own terms of reference and works
board members must meet certain culture which with the Board to make necessary
criteria and skill sets, qualifications, promotes and adjustments, as required. The Board
and experience to enhance the upholds good may, from time to time, establish and
effectiveness of the Board.
governance maintain additional committees as
Currently, the Board consists of four practices will required. Notwithstanding the above,
(4) members, comprising two (2) ensure that our the ultimate responsibility for decision
Non- Independent Non-Executives stakeholder’s making still lies with the Board.
Directors, two (2) UM’s Representative
Directors. The current Board interests are Board of Directors Meetings
composition provides an adequate mix protected. In order to discharge their
of knowledge, skills and expertise, and responsibilities effectively, the Board
the strong presence of Independent convenes meetings on a monthly
Non-Executive Directors provides
effective checks and balances in the
decision making of the Board. The
Board members are able to carry out
their duties to provide an unfettered
and unbiased independent judgement
towards promoting good corporate
governance.

appointment of Directors
The Nomination and Remuneration
Committee (NRC) is responsible
for the nomination of candidates
for directorships. The selection of
individuals with the required mix of
skills and experience is paramount,
in order for the Board to be able
to provide a clear and effective
leadership whilst inculcating healthy
governance practices. Potential
candidates are selected from

54 UM Holdings Group