Page 156 - Bank-Muamalat_Annual-Report-2023

BANK MUAMALAT MALAYSIA BERHAD

GOVERNANCE
DISCLOSURE

BOARD EFFECTIVENESS
i. Board Effectiveness Evaluation

On an annual basis, Board Effectiveness Evaluations (BEE) are carried out to identify areas where efficiency can be
improved, strengths can be maximised, and aspects that require improvement. If necessary, professional consultants
are hired to conduct the assessment. The BNRC Chairman oversees the overall evaluation process, while the BNRC
reviews and analyses the responses. The assessment results are then presented to the Board.
Following the recommendation in the BNM CG, the Board conducted the Board Effectiveness Evaluation (BEE)
for the year 2023. In compliance with the BNM PD on Shariah Governance, the 2023 BEE also assessed the performance
of the Shariah Committee and its members.
The categories of assessment embedded in the 2023 BEE questionnaires were:

• Board Assessment to assess amongst other the Board’s structure, size, composition (mix of skills, experience and
competency), quality of information, deliberation and decision making including how Directors challenge matters
discussed.
• Individual Directors’ Assessment (including Independent Directors) to assess amongst others the respective Directors’
ability to critically challenge and ask the right questions, character and integrity in dealing with potential conflict of
interest situations, commitment to serve the Bank with due diligence and integrity, critical and vigilant in offering
alternative points of view, fit and properness and independence of the Independent Directors including level of
independence in exercising his/her judgment and ability to act in the best interest of the Bank; and
• Board Skill Set Assessment to assess amongst others the Board’s leadership and strategy, legal and regulatory
requirements, banking and finance, corporate governance, Shariah governance, risk management and internal controls,
accounting and financial reporting and operational management.
• Board Committee Effectiveness Assessment (including Shariah Committee) to assess amongst others, the Committees’
Structure (size, composition and member classification), quality of information, deliberation and decision making
including how members challenge matters discussed, accountability and responsibilities and effectiveness of
the Board Committee including its terms of reference, processes and reporting line.

• Individual Board Committee Members’ Assessment (including Shariah Committee) to assess amongst others the Committees’
dynamics, participation and Fit and Proper criteria.

ii. Board Meetings and Access to Information
The agenda of Board meetings is drawn up upon consultation between the Chairman, PCEO and Company Secretary.
The agenda and Board papers are circulated to Board Members via meeting software which allows the Directors to
access, read and review Board/Committee documents securely.
The Board meets at least 10 meetings in a year with additional meetings convened as and when urgent issues
and/or important decisions are required to be made between the scheduled meetings. Scheduled Board meetings
are structured with certain pre-set agendas.
Directors participated in Board and Committee meetings in person, or via virtual platform, Teams. Directors utilised digital
means to participate in meetings that were effectively held. Minutes of the meetings, together with a summary of the
action items were circulated to all members of the Board prior to meetings.

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