Nominating Committee

NOMINATING COMMITTEE - Terms of Reference

• The Nominating Committee cshall be appointed by the Board of Directors from amongst the directors of the Company and shall consist exclusively of non-executive directors, a majority of whom are independent.
  
  The duties of the Nominating Committee shall be:-

  1. Review the existing mix of diversity including age, ethnicity and gender diversity, skills and experience of the Senior Management and Directors of the Board and size of non-executive participation for the Board to maintain the effectiveness of the Board and for the Audit Committee, also to review the financial literacy and competency of the Audit Committee members;
      
  2. Review the Board’s succession planning and assess the new appointments of the members taking into consideration the qualification, character, skill, experience and time commitment etc to the Board;
     
     In identifying candidates for appointment of Directors, the Committee shall rely on the recommendations from the existing Board members, Management and/or major shareholders and also explore and seek external independent services;
     
     In line with the Code, the Board has established a clear and transparent nomination/recruitment process for the appointment of Director of the Group. The nomination process involves the following five (5) stages:
     1. Identification of candidates;
     2. Evaluation of suitability of candidates;
     3. Meeting up with candidates;
     4. Final deliberation by Nominating Committee; and
     5. Recommendation to Board.
         
  3. Review and improve the evaluation process in place and to carry out the evaluation process to evaluate the effectiveness of the Board as a whole and of the committees of the Board, and self -assessment by individual Director and peer-assessment on yearly basis;
      
  4. Recommend the re-election of retiring directors in accordance with the Company’s Constitution for their reappointment at the Company’s forthcoming Annual General Meeting; and
      
  5. Review and assess annually the objectivity and independence of Independent Directors including those Independent Director who has served the Board over the tenure of 9 years.