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132 BANK MUAMALAT MALAYSIA BERHAD About Us Our Leadership Our Strategy
About Us
ANNUAL REPORT FY2020
BOARD LEADERSHIP AND
EFFECTIVENESS
APPOINTMENT AND The tenure of an Independent Director
RE-APPOINTMENT OF is capped at nine (9) years and the nine During the meeting
DIRECTORS (9) years can either be a consecutive held in 2020, the CEO
service of nine (9) years or a cumulative
The Bank is governed by the BNM PD service of nine (9) years with intervals and Head of Business,
on CG in respect of the appointment of or upon expiry of the prevailing term Operations, Support
new Directors and the re-appointment as approved by BNM, whichever is the and Control functions
of the existing Directors upon the expiry later date. gave an update on the
of their respective tenures of office as Bank’s business and
approved by BNM. All appointments
and re-appointment of Directors are During the year 2020, operations, regulatory
subject to the approval by BNM. the tenure of office of and compliance updates
as well as a macro
The primary responsibility of assessing Dato’ Kamil Khalid perspective on industry
the candidate for new appointment or Ariff as Independent
existing Directors for re-appointment Director of the Bank trends and developments.
has been delegated to the BNRC. ended on 28 September
The BNRC also ensures that every 2020 and he was not
candidate/Director satisfies the As protocol, the Head of Finance
relevant requirements on the skills and re-appointed as Director Division presents the financial
core competencies of a director and are of the Bank given that performance and significant financial
deemed fit and proper to be appointed/ his Independent tenure highlights. Other Heads of Division
re-appointed as Director in accordance already reached nine (9) and external advisers may be invited to
with the Fit and Proper criteria as years. attend the meeting to advise the Board
prescribed by BNM. BNRC will next on certain matters under discussion.
recommend the appointment of the Directors will have the opportunity to
candidate as Director for approval by discuss specific areas with them and
the Board. BOARD PROCESS where relevant, challenge the ideas
presented. All important deliberations,
The Board meets every month with decisions and conclusions are recorded
RE-ELECTION OF additional meetings convened as and in the Board meetings’ minutes.
DIRECTORS AND TENURE OF when urgent issues and/or important
INDEPENDENT DIRECTORS decisions are required to be made Outside Board meetings, Board
between the scheduled meetings. approvals for matters in the ordinary
In accordance with the Bank’s Scheduled Board meetings are course of business can be obtained
Constitution, all Directors are subject structured with certain pre-set agendas. through written resolutions. Ad-hoc
to retirement by rotation at due meetings are held when necessary.
intervals. The eligible Directors may At each meeting, the Board receives Directors have direct access to
offer themselves for re-election at the updates from the respective Chairmen/ Senior Management and may
Annual General Meeting (“AGM”), a representatives of the Board Committees request for additional information
process that enables the Shareholders on matters that have been deliberated from them. Directors have access to
to vote them back into office. at the Board Committees, as well the Company Secretary at all times.
as on matters that require the Board’s
Directors who are appointed as attention. The Company Secretary attends all
additional Directors or to fill casual meetings, generally assisting Directors
vacancies during the year are subject to in the discharge of their duties and
re-election by the Shareholders at the facilitates communication between the
next AGM following their appointment. Board, the Board Committees and the
Management.