9.0 AUTHORITY
The Board shall within its terms of reference:

  1. have complete, adequate and timely information prior to Board meetings and on an ongoing basis;
  2. have the resources required to perform its duties;
  3. have full and unrestricted access to any information pertaining to the Company;
  4. have the authority to form management / sub-committee(s) if deemed necessary and fit;
  5. have the authority to delegate any of its responsibilities to any person or      committee(s) that is deemed fit;
  6. have direct communication channels with employees, senior management personnel and relevant external parties; and
  7. be able to obtain independent professional or other advice.
10.0 MEETINGS & MINUTES
Subject to relevant laws and guidelines, the following should be observed by the Board:-

  1. the Board shall meet on a quarterly basis, but in any event, no less than once in every three (3) months, or whenever deemed necessary;
  1. individual directors must attend at least 50% of the Board meetings held in each financial year or such other percentage as may be prescribed by the Listing Requirements;
  1. the quorum of the meetings shall be met pursuant to the Articles of Association of the Company;
  1. the Board is also allowed to carry out the resolution by way of circulation;
  1. the participation of the director can be facilitated by means of video or telephone conferencing;
  1. Head of the respective division units and relevant management personnel may be invited to attend the Board meetings;
  1. The Company Secretary shall be appointed as Secretary of the Board Meeting and minutes of meetings shall be taken and documented; and
  1. Information should be supplied to the directors at least seven (7) days prior to the meeting in order for them to discharge their duties.

 

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