GOVERNANCE
64
Bursa Malaysia •
Annual Report 2015
e. Overseeing the development and implementation of a
communication policy for the Company
Bursa Malaysia believes in building investor confidence
through good CG practices. The Company carried out its
Investor Relations (“IR”) activities in accordance with its
IR Policy, which is available on its website. Details of the
value created for shareholders through these IR activities
are available in the Shareholder Value Creation section of
this Annual Report.
f. Reviewing the adequacy and integrity of the
management information and internal control system
of the Company
The Board is ultimately responsible for the adequacy and
integrity of the Company’s internal control system. Details
pertaining to the Company’s internal control system and
its effectiveness are available in the Statement on Internal
Control and Risk Management of this Annual Report.
1.3 Formalised ethical standards through Code of Ethics
The Company’s codes of ethics for Directors and employees
govern the standards of conduct and behaviour expected from
Directors and employees respectively. The Code of Ethics
for Directors includes principles relating to Directors’ duties,
conflicts of interest (“COI”) and dealings in securities. The Code
of Ethics for employees promotes integrity and ethical conduct
in all aspects of the Company’s operations, including privacy
and confidentiality of information, dealings in securities and
COI. It also sets out prohibited activities or misconduct such
as accepting gifts (exceeding certain value), bribes, dishonest
behaviour and sexual harassment.
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 Senior Independent Director (“SID”) of Bursa Malaysia
7
.
The AC is responsible for overseeing the implementation of the
WPP for the Group’s employees, while 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 WPP
8
.
As an EHC and a frontline regulator, internal guidelines are in
place requiring certain standards of practice for the employees of
Bursa Malaysia, in carrying out their functions in the organisation
having regard to public interest and the need to manage COI.
Another internal document which is in place is the Guidance on
Managing COI in Regulatory Decision Making (“the Guidance”) for
the members of the Regulatory Committees of Bursa Malaysia,
i.e. the Listing Committee (“LC”), Market Participants Committee
(“MPC”) and Appeals Committee (“APC”), to enable Bursa
Malaysia as an EHC to discharge its regulatory duties effectively.
Essentially, the Guidance facilitates the Regulatory Committee
members to identify situations that may place themselves in a
position of conflict or may fairly be perceived to be biased. The
Guidance provides that in such situations, a Committee member
shall not participate in the hearing, deliberation and determination
of the matter at stake at the Regulatory Committee meeting, so
as to ensure the attainment of independence of judgement and
observance of the principles of natural justice and due process.
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
demonstrate 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 the Management.
Bursa Malaysia’s green initiative has encouraged a paperless
environment for all Board and Board Committee meetings,
which 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
CORPORATE GOVERNANCE
STATEMENT
7 The contact details are set out under Corporate Information of this Annual Report. It is available at
http://www.bursamalaysia.com/corporate/about-us/other-corporate-information8 The whistle-blowing report form is available at
http://www.bursamalaysia.com/misc/contact_form_whistleblower.pdf