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Corporate Governance Statement

d. Succession planning including appointing, training, fixing of compensation and, where appropriate, replacing senior management

The Board has entrusted the Nomination and Remuneration Committee (NRC) with the responsibility to recommend candidates for appointment to the Board, Board Committees and key management positions, to determine compensation packages for these appointments, and to formulate the nomination, selection, compensation and succession policies for the Company.

The NRC also reviews the progress of succession planning to ensure there is a pipeline of potential leaders in Bursa Malaysia that provides continuity in the strategic and tactical functioning of the organisation.

The NRC undertakes yearly evaluation of the performance of key management personnel (except for the Head of Group IA) whose remuneration is directly linked to performance. For this purpose, the 2007 CBS and KPIs results of the CEO and relevant senior management were reviewed by NRC in January 2008. The Head of Group IA reports to the AC, and his performance evaluation is reviewed and determined by the AC Chairman. The CEO's compensation package is reviewed by the NRC and recommended to the Board for decision.

The Option Committee (OC) which comprises the same members as the NRC, approves the number of Employees' Share Option Scheme (ESOS) options for vesting each year to the employees based on their respective performance evaluation rating, and also recommends to the Board for approval the proposed vesting for CEO.

e. Developing and implementing an investor relations programme or shareholder communications policy for the Company

In September 2008, the Board approved a revised IR Policy which is available on Bursa Malaysia's website. A report on the Company's IR activities appears on pages 54 to 55 of the Annual Report.

f. Reviewing the adequacy and integrity of the Company's internal control systems and management information systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines

The Board is ultimately responsible for the adequacy and integrity of the Company's internal control system. The details on the Company's internal control system and the review of its effectiveness are set out in the Internal Control Statement and Risk Management Statement on pages 67 to 68 and pages 69 to 71 of the Annual Report respectively.

 

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