a. | To recommend to the Board, the most suitable candidates by using variety of approaches and sources including recommendation from the existing Board members, Management, major shareholders as well as other external sources such as independent search firms. In making its recommendations, the Nominating Committee should consider the Boardroom diversity based on the following aspects/criteria:-
- | professional experience;
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- | skills;
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- | knowledge;
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- | education and background;
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- | age;
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- | ethnicity; |
- | culture; |
- | gender; and |
- | in the case of candidates for the position of Independent Non-Executive Directors, the Nominating Committee should also evaluate the candidates’ ability to discharge such responsibilities/functions as expected from the Independent Non-Executive Directors; |
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b. | To recommend to the Board, Directors to fill the seats on the Board Committee;
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c. | To conduct annual review with the Board, the required mix of skills and experience, gender diversity and other qualities, including core competences which Non-Executive Directors should bring to the Board; |
d. | To implement a process with the Board, for assessing the effectiveness of the Board as a whole, the committees of the Board, and for assessing the contribution of each individual director, including Independent Non-Executive Directors, as well as the President and Chief Executive Officer. All assessment and evaluations carried out in the discharge of all its functions should be properly documented; |
e. | To consider and to recommend to the Board the appointment, resignation, retirement and other related issues involving the President and Chief Executive Officer; |
f. | To consider and recommend to the Board the appointment, promotion, resignation, retirement, removal and other related issues involving the C Suites position as defined in the policy for the Fit and Proper Requirements. |
g. | To delegate to the President and Chief Executive Officer the responsibility for fit and proper assessment and decision on appointment, promotion, resignation, retirement, removal and other related issues involving the Head of Business functions as defined in the policy for the Fit and Proper Requirements. |
h. | To recommend to the Board, candidates for the appointment as Shariah Advisory Council members. In making the recommendation, the Nominating Committee should consider the following criteria:
1. | The candidate considered should be a Muslim;
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2. | The skills set of the candidates for the position; and
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3. | Fulfill the fit and proper criteria as per the applicable guidelines by the relevant authorities. |
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i. | To conduct the annual review on the Performance of the Shariah Advisory Council members; |
j. | To review the term of office and performance of Audit Committee and each of its members annually to determine whether such committee and members have carried out their duties in accordance with their terms of reference and recommend the same to the Board; |
k. | To assess and evaluate the performance of the Board, Board Committee and individual directors on an annual basis and recommend the same to the Board; |
l. | To assess the Independence of Directors on an annual basis and recommend the same to the Board; |
m. | To assess and recommend accordingly the training needs of the Board members and any proposed changes to the training budget; |