Page 153 - Bank-Muamalat_Annual-Report-2023

ANNUAL REPORT 2023
GOVERNANCE

Board Nomination & Remuneration Committee (BNRC)
Members Name of members
Johari Abdul Muid (Chairman)
Tan Sri Che Khalib Mohamad Noh
Ainol Roznain Yaacob
Roshidah Abdullah
Mohd Razlan Mohamed
Roles and responsibilities 1 Establishing minimum requirements for the Board, i.e., required mix of skills, experience,
qualification, and other core competencies required of a director.
2. Establishing and recommending for the main Board’s approval the minimum requirements
and criteria for the PCEO.
3. Assessing and recommending the candidates for Directorship, Board Committee
members, Shariah Committee members, as well as the PCEO. This includes assessing
Directors and Shariah Committee members for reappointment before an application for
approval is submitted to Bank Negara Malaysia. The final decision as to who shall be
appointed should be the responsibility of the main Board.
4. Overseeing the overall composition of the Board, in terms of the appropriate size, skills,
and balance between Non-Independent Directors and Independent Directors through
annual review.
5. Assessing and recommending to the Board the removal of a Director/ PCEO/
Shariah Committee member if the Director/PCEO/Shariah Committee member is
ineffective, errant, and negligent in discharging his/her responsibilities.
6. Establishing a mechanism for the formal assessment of the effectiveness of the
Board as a whole and the contribution of each Director to the effectiveness of the
Board, the contribution of the Board’s various committees, and the performance
of the PCEO and Key Senior Management officers. Annual Assessment should
be conducted based on an objective performance criterion. The main Board should
approve such performance criteria.
7. Ensuring that all Directors and Shariah Committee members receive an appropriate
continuous training programmes to keep abreast with the latest developments in
the industry.
8. Overseeing the appointment, management succession planning, and performance
evaluation of Key Senior Management officers.
9. Assessing and recommending to the Board the removal of Key Senior Management
officers if he/she is ineffective, errant, and negligent in discharging his/her responsibilities.
10. Assessing on an annual basis to ensure that the Directors and Key Senior Management
officers are not disqualified under section 23 of the Islamic Financial Services
Act 2013 (IFSA) and the Shariah Committee members are not disqualified under
the Guidelines on the Shariah Governance for the Islamic Financial Institution.
11. Assessing and recommending a remuneration framework for Directors, PCEO,
and Key Senior Management officers for the main Board’s approval. The remuneration
framework should support the Islamic bank’s culture, objectives, and strategy,
should reflect the responsibility and commitment of Board members, SC members,
PCEO, and Key Senior Management officers, and able to attract and retain talent
but not excessively vis-a-vis the Bank’s financial position.

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