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Statement on Corporate Governance
(Pursuant to Section 15.26 of the Bursa Malaysia Listing Requirements)
Management Committees
Executive Committee (EXCO)
The terms of reference and objectives of the EXCO are as
follows:
1. Purpose
The main objective and purpose of the EXCO are:
• Manages the Group in all aspects of business
• Implements strategic business plans and policies
as approved by the Board of Directors
• Identifies, formulates and prioritizes strategic
issues and charts strategic directions for action by
the management and staff
2. Members
• Managing Director
• Vice President (I) – Corporate & Finance Services
• Vice President (I) – Business Operations & Clinical
Services
• Vice President (I) – Project Management &
Biomedical Services
• Vice President (II) – Business Development
• Vice President (II) – Education
• Senior General Manager – Group Talent
Management
• Senior General Manager – Group Strategic
Transformation & Project Implementation
• Senior General Manager – Group Operation
• Senior General Manager – Group Finance &
Investor Relations Services
• Senior General Manager – Group Marketing &
Corporate Communication
• Senior General Manager – Group Clinical & Quality
Services
3. Meeting
Meetings are held on every Tuesday on a weekly basis
or/as and when it deems necessary.
Internal Audit Function
The Board acknowledges its primary responsibility for the
Group’s system of internal controls covering not only financial
controls but also operational, compliance controls and risk
management, and for reviewing the adequacy and integrity
of those systems. The effectiveness of the system of internal
controls of the Group is reviewed by the Audit Committee
during its quarterly meetings.
Details of the recognition and risk management and the
Internal Audit Functions are set out in the Statement of
Internal Control and Audit Committee Report of this Annual
Report, respectively.
7. Recognise and Manage Risks
Corporate Disclosure Policy
The Company has in place procedures for compliance with
the Listing Requirements of Bursa Securities and ensures that
all material information must be announced immediately to
Bursa Securities.
Leverage on Information Technology
A website: http://www.kpjhealth.com.my is maintained to
create greater awareness of the Group activities, performance
and other relevant information among the stakeholders and
general public.
The Group has a specific website for investor relations
where all information with reference to material information
of quarterly and annual result announcements, changes to
shareholding and press releases are published concurrently
with Bursa Malaysia website. This website also sends out
alerts to our investors for any announcement made in relation
to the Company.
8. Strengthen Relationship with the Shareholders
Shareholder Participation at General Meeting
At each Annual General Meeting, the Chairman presents the
progress and performance of the business and encourages
shareholders to participate in the question-and-answer
session. The President/Managing Director, the Chairman of
the Audit Committee and other Board Members are available
to respond to shareholders’ questions during the meeting.
Where appropriate, the Chairman will undertake to provide
a written answer to any significant question that cannot
be readily answered at the meeting. Other than the Board
Chairman and Managing Director, the shareholders or any
stakeholders may convey any concerns that they may have to
Zainah Mustafa, Senior Independent Non-Executive Director
and Chairman of the Audit Committee.
Each item of special business included in the notice of the
meeting will be accompanied by detailed explanations.
Separate resolutions are proposed for substantially different
issues at the meeting and the Chairman declares the number
of proxy votes received both for and against each resolution.
The Company provides shareholders with a summary of the
discussions at the Annual General Meeting.
Annual Report
2012
KPJ Healthcare Berhad