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Board Committees

Audit, Compliance and Risk Committee (ACRC)

The Committee will comprise minimum of three members (including Chairman).

The role of the Audit, Compliance & Risk Committee (ACRC) is to assist the Board of Directors on certain specific matters including:

  • Ensuring and maintaining oversight of the Company’s financial reporting system, internal control and risk management processes, external audit functions and regulatory requirements including Sharia’a compliance. The Committee does not oversee the day-to-day work of management and has no executive powers.
  • ACRC will maintain effective working relationships with the BoD, management, and the internal and external auditors. The Committee will work and liaise with all other Board committees, as and when necessary.
  • The ACRC will not perform any management functions or assume any management responsibilities. It will provide a forum for discussing business risk and control issues for developing relevant recommendations for consideration by the Board. The Committee will mainly make recommendations to the Board for its approval or final decision. Each Committee Member must understand the detailed responsibilities of Committee membership roles and responsibilities as well as be provided with a comprehensive overview of the Company’s business, operations, and risks.

Nomination and Remuneration Committee (NRC)

The Committee will comprise minimum of three members (including Chairman).

The duties and responsibilities of the NRC will be, as follows:

  • The committee is responsible for making recommendations to the board for the appointment of new board members, individuals to be appointed to exercise the senior executive function, and senior management.
  • The committee is responsible for developing, adopting, and overseeing a written remuneration policy for the firm, and in particular for the remuneration of the board and senior management.
  • The NRC should determine the terms of employment, service contract and scope of pension arrangements, basis of bonus & bonus awards and terms for cessation of employment for Directors, CEO and other Senior Management.
  • The NRC will develop and disclose a remuneration & nomination policy statement covering Governing Body Directors and key executives. Such policy statement will specify the relationship between remuneration and performance and include measurable standards that emphasize long-term interests.
  • The NRC may obtain professional advice including the advice of independent remuneration consultants, as deemed necessary in the setting of Director and Senior Management remuneration.
  • NRC Members should be invited specifically to approve all new long-term incentive schemes and significant changes to existing remuneration & nomination schemes of Governing Body Members.