While the UK Corporate Governance Code does not apply to companies admitted on AIM, the Company will attempt to comply with the provisions of the QCA guidelines as it considers appropriate and commensurate with the size of the business and the Company’s current stage of development.
The Board of Directors comprises of diverse industry professionals that represent a wide range of domain knowledge and expertise including energy, finance and legal. The Board is constituted as follows:
- Three Executive Directors: Abdul Jalil Maraicar, Muhtar Hashim and Chan Min Yong – two of which are major shareholders of the Company; and
- four Non-Executive Directors: Datuk Abdul Rahim Hashim, Dato’ Jamelah Jamaluddin, Louis Castro, and Azlinda Ariffin – three of which are considered fully independent.
Five directors are based in Kuala Lumpur to oversee operational aspects of the Company’s principal operating subsidiary in Malaysia, while two directors are based in London to facilitate engagements with UK-based institutional investors where requested.
The Board has established three committees to assist in discharging its duties. They include an Audit and Risk Committee, a Remuneration Committee and a Nomination Committee which will meet at least twice a year.
The Audit and Risk Committee comprises of Louis Castro as chairman of the committee, Dato’ Jamelah Jamaluddin and Datuk Abdul Rahim Hashim. Its primary responsibility is monitoring the group’s internal controls, risk management systems and financial reporting to ensure regulatory compliance.
The Remuneration Committee comprises of Datuk Abdul Rahim Hashim as chairman of the committee, Louis Castro and Dato’ Jamelah Jamaluddin. Its function is to review the performance and remuneration of senior management and make recommendations to the Board on matters relating to their remuneration and terms of employment or service agreement.
The Nomination Committee comprises of Dato’ Jamelah Jamaluddin as chairman of the committee, Datuk Abdul Rahim Hashim and Azlinda Ariffin. It overviews the evaluation of the Board of Directors and senior management to ensure the board has the requisite skills to discharge its duties and to ensure business continuity.