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The Board of Directors of United Malayan Land Bhd (UM Land or the Company) will continue
its commitment in ensuring that the highest standards of corporate governance are practiced
throughout the Group. This is a fundamental part of discharging its responsibilities for the
Group’s continued progress and success in addition to safeguarding and enhancing
shareholders’ investment and value whilst protecting the interests of other stakeholders of
the Group.
The Board is pleased to report that the Group has strengthened its application of the
principles and best practices recommended by the Malaysian Code on Corporate Governance
(the Code) throughout the financial year ended 31 December 2005.
BOARD OF DIRECTORS
The Board comprises members from diverse professional backgrounds with a wide range of business and financial experiences
relevant to guide, lead and manage the Group towards achieving its business goals and objectives.
Board Composition and Balance
The Board currently has nine (9) members comprising eight (8) non-executive Directors and one (1) executive Director of whom
four (4) are independent. This composition is in compliance with paragraph 15.02 of the Listing Requirements of Bursa
Malaysia Securities Berhad (Bursa Securities) where at least two (2) or one-third of its members are independent directors.
A brief profile of each member of the Board are presented on pages 8 to 15 of this Annual Report.
The Board recognizes that all Directors have equal responsibilities for the Group’s operations. The role of the independent
non-executive Directors is particularly important in ensuring that the strategies proposed by Management are fully
deliberated and examined taking into account the long term interest of the shareholders and other stakeholders in which the
Group conducts its business.
There is a clear separation of role between the Chairman and the Group Chief Executive Officer with clear division of
responsibilities to ensure proper balance of power and authority.
Appointments to the Board
The Nomination Committee is responsible for making recommendations for appointments to the Board and Board committees.
This is to ensure that the level and make-up of its members are of the necessary calibre, experience and qualification needed
to lead and manage the Group successfully.
Roles and Responsibilities
CORPORATE GOVERNANCE STATEMENT
The Board retains full and effective responsibility for the overall strategic direction of the Group. It ensures that Management
develop and maintain sound policies and practices which will help to promote and drive long term sustainable growth and
shareholders value. To this end, the Board had assumed the following responsibilities in accordance with the Best Practices of
the Code:
• Determine the strategic plan for the Company and Group;
• Overseeing the conduct of the Group’s businesses;
• Identifying and managing principal risks affecting the Group;
• Reviewing the adequacy and integrity of the Group’s internal control system;
• Implementing succession planning for timely succession of Management within the Group; and
• Maintaining an effective investor relations programme and shareholders communication policy for the Group.