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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-information

8 The whistle-blowing report form is available at

http://www.bursamalaysia.com/misc/contact_form_whistleblower.pdf