SARAWAK PLANTATION BERHAD
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Annual Report 2014
Statement on Corporate Governance
I. Board of Directors
(continued)
Board Balance
The Board of Directors of the Company comprises seven directors, four of whom are independent.
Of the remainder, one is an Executive Director and the other two are Non Independent Non Executive
Directors. The Chairman of the Company is one of the Non Independent Non Executive Directors.
As the Chairman of the Board is not an independent director, the majority of the Board comprises
independent directors. This puts the Company in line with the recommendation of MCCG 2012.
The Board practices non gender discrimination wherein directors are recruited based on their
experience, skills, independence and diversity to meet the Company’s needs. A brief profile of each
director is provided on pages 26 to 29 of this Annual Report.
The membership of the Board of Directors reflects a broad range of diverse professional backgrounds,
with wide ranging business and management experience and the expertise to plan and support the
operations of the Company and to take it to greater heights of achievement.
Supply of Information
All Directors are supplied with ample information through board papers and have free access to the
Management at all times to inquire or request for further information.
At Board Meetings, the Directors actively engage with the Management to review and discuss financial
and operational information and progress reports relating to the crucial aspects of the operation.
These papers are circulated to the Directors at least one week before the date of the Board Meetings.
The Board has in place a Corporate Disclosure Policy which governs how confidentiality is to be
maintained and how confidential information is handled. Both Directors and employees are constantly
reminded of these procedures in order that leakage and improper use of such information can be
prevented.
The Corporate Disclosure Policy also addresses circumstances where confidentiality undertaking must
be executed between relevant parties to maintain confidentiality. Further, only certain top management
executives are accorded the “designated person” status. These are persons through whom material
and price sensitive information can be disclosed or announced.
The Board also places emphasis on the dissemination of information through information technology to
the investing public. To facilitate easy access to relevant information, the Company has set up its
website. This web page is continuously updated to keep the public updated on the latest events
taking place in the Company.
