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092
Gamuda Berhad (29579-T) • Annual Report 2012
The Remuneration Committee meets not less than once a
year. one Remuneration Committee meeting was held in
2012. The attendance is shown below.
Remuneration Committee Attendance
Meetings
attended
Percentage
Tan sri Dato’ Mohd Ramli
1 out of 1
100%
bin Kushairi
Dato’ lin Yun ling
1 out of 1
100%
Tan sri Dato’ seri Dr haji
1 out of 1
100%
zainul Ariff bin haji hussain
noMinATion CoMMiTTee
Members of the nomination Committee are:
• Ms Wong Chin Yen
(
Chairman until 8 December 2011
)
• Tan sri Dato’ Mohd Ramli bin Kushairi
(Chairman from 27 September 2012)
• Tan sri Dato’ seri Dr haji zainul Ariff bin haji hussain
ThenominationCommitteecomprisesentirelyof independent
non-executive Directors. The nomination Committee makes
recommendations to the Board as appropriate. The outcome
of the work of the nomination Committee is reported to the
Board, which in turn reviews it.
Central to the nomination Committee’s work is the review of
the effectiveness of the Board, its committees and individual
Director. During the year the nomination Committee carried
out a detailed performance evaluation and is satisfied
that the evaluation has helped to identify and address
important views held by the Directors on initiatives to further
strengthen the effectiveness of the Board and the priorities
going forward.
The nomination Committee’s activities during the year also
included the identification of suitable training programmes
for the Directors for the new financial year and review of all
Directors who are due for re-election or re-appointment at
the Company’s AGM.
As part of the ongoing review of succession, the nomination
Committee was involved in the identification of a candidate
for a position as independent non-executive Director to
succeed Ms Wong Chin Yen. The process involved an
assessment of the skills and experience required including
the need to have relevant financial experience to serve the
Board and the Audit Committee.
The nomination Committee meets not less than once a year.
Two nomination Committee meetings were held in 2012.
The attendance is shown below.
nomination Committee Attendance
Meetings
attended
Percentage
Ms Wong Chin Yen
(i)
0 out of 0
-
Tan sri Dato’ Mohd Ramli
2 out of 2
100%
bin Kushairi
(ii)
Tan sri Dato’ seri Dr haji
2 out of 2
100%
zainul Ariff bin haji hussain
(i) Ceased as Chairman and member of the Nomination
Committee following her retirement from the Board on 8
December 2011.
(ii) Appointed as Chairman of the Nomination Committee on 27
September 2012.
RisK MAnAGeMenT CoMMiTTee
The senior independent Director and executive Directors,
together with the divisional managing directors and certain
other Group functional heads meet at least twice a year as
the Risk Management Committee under the chairmanship
of the Group Managing Director. The Risk Management
Committee’s focus is on the Group’s key risks or policy
issues that could have an impact on the Group’s viability
and sustainability. The work of this committee forms an
important part of the Group’s control function and as such
the Committee works closely with the Audit Committee.