Bursa Malaysia Annual Report 2014

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GOVERNANCE
Bursa Malaysia • Annual Report 2014 57
Moreover, the Company’s Whistleblower Policy and Procedures
(WPP) fosters an environment in which integrity and ethical
behaviour are maintained through protocols which allow for the
exposure of any violations or improper conduct or wrongdoing
within the company. The Board is responsible for overseeing the
implementation of the WPP for Directors, and all whistle-blowing
reports are addressed to the Non-Executive Chairman of the Board
or SID of Bursa Malaysia5. The AC is responsible for overseeing
the implementation of the WPP for the Group’s employees, whilst
duties relating to the day-to-day administration of the WPP are
performed by the Head of GIA. The SID is also responsible for
receiving whistle-blower reports made by employees or external
parties as prescribed under the WPP6.
As an EHC and a frontline regulator, internal guidelines are in
place requiring certain standards of practices for the employees of
Bursa Malaysia, in carrying out their functions in the organisation
having regard to public interest and the need to manage conflict
of interest. In November 2014, the Guidelines for Handling Conflict
of Interest and Checklist were revised, as were the Contract
Management Guidelines. A Capital Market Education and Integrity
Fund (CMEIF) Authority and Guidelines Manual was also issued
in 2014 to serve as guidance to Management on the overarching
principle for the utilisation of CMEIF that is, it cannot be used
to defray expenses relating to commercial activities of Bursa
Malaysia.
1.4 Strategies promoting Sustainability
The Board promotes good CG through sustainability practices
which are believed to translate into better corporate performance
throughout Bursa Malaysia. A summary of these practices – which
demonstrates Bursa Malaysia’s commitment to the evolving global
environmental, social, governance and sustainability agenda –
appears in the Corporate Sustainability Statement of this Annual
Report. A more detailed account can be found in the Sustainability
Report, which is available on the Bursa Malaysia website.
1.5 Access to Information and Advice
The Directors have independent access to the advice and dedicated
support services of the Company Secretaries to ensure effective
functioning of the Board. The Directors may seek advice from
Management on issues pertaining to their respective jurisdictions.
The Directors may also interact directly with, or request further
explanation, information or updates on any aspect of the
Company’s operations or business concerns from Management.
Bursa Malaysia’s green initiative, created in February 2013
to encourage a paperless environment for all Board and Board
Governance Committee meetings, was expanded to include Board
Regulatory Committee meetings subsequent to training for the
members of the Regulatory Committees in December 2014. This
initiative enables digital access to meeting documents instead
of requiring distribution of hard copies. The customised solution
also provides various functionalities which enable Directors and
committee members to access various Company documents,
including Board policies, procedures, rules and guidelines, which
are uploaded onto personal iPads for convenient reference. As
a result, Directors and committee members are able to access
meeting documents and Company information in a timely and
more efficient manner, thus improving Board performance and
overall effectiveness of decision-making.
The Board may seek independent professional advice at the
Company’s expense in discharging its various duties for Bursa
Malaysia. Individual Directors may also obtain independent
professional or other advice in fulfilling their duties, subject to
approval by the Chairman or the Board, and depending on the
quantum of the fees involved.
1.6 Qualified and competent Company Secretaries
Both Company Secretaries of Bursa Malaysia have legal
credentials, and are qualified to act as company secretary under
Section 139A of the Companies Act 1965. The Company Secretaries
play an advisory role to the Board, particularly with regard to the
Company’s constitution, Board policies and procedures, and its
compliance with regulatory requirements, codes, guidance and
legislation. The Company Secretaries also support the Board in
managing the Group Governance Model to ensure its relevance
and effectiveness.
The Company Secretaries ensure that deliberations at Board and
Board Committee meetings are well documented, and subsequently
communicated to the relevant Management for appropriate actions.
The Board is updated by the Company Secretaries on the follow-
up of its decisions and recommendations by the Management.
The Company Secretaries constantly keep themselves abreast
of the evolving capital market environment, regulatory changes
and developments in CG through continuous training. The Board
is satisfied with the performance and support rendered by the
Company Secretaries to the Board in discharging their functions.
CORPORATE GOVERNANCE STATEMENT
5 The contact details are set out under Corporate Information in this Annual Report. It is available at ,About Us-Other Corporate Information
6 The whistle-blowing report form is available at , Contact Us-Complaints Against Bursa Malaysia