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2. BOARD COMMITTEES
The following Board Committees have been established to assist the Board in the execution
of its responsibilities. The terms of reference of each committee have been approved by the
Board of Directors.
Nomination Committee (NC)
The NC is responsible for:-
• Identifying and recommending new nominees to the Board and committees of the Board
of MRCB and nominees to the Boards of its subsidiaries. All decisions and appointments
are made by the respective Boards after considering the recommendation of the NC.
• Assisting the Board in assessing its overall effectiveness; and
• Assisting the Board in reviewing its required mix of skills and experience and other
qualities which non-executive Directors should bring to the Board.
The NC shall meet at least once a year and a quorum of three (3) is required to convene the
meeting.
In accordance with the Company’s Articles of Association, all Directors who are appointed by
the Board are subject to re-election by shareholders at the first Annual General Meeting
following their appointment. The Articles also provide that at least one third of the remaining
Directors be subject to re-election by rotation at each Annual General Meeting.
The NC was established on 31 October 2001. The members of the NC are :-
Dato’ Zainol Abidin Dato’ Salleh * (Chairman)
Dato’ Seri Syed Anwar Jamalullail **
Dato’ Ahmad Ibnihajar *
Dato’ Dr Mohd Shahari Ahmad Jabar *
* Independent, non-executive director
** Non-independent, non-executive director
Laporan Tahunan 2002 Annual Report
STATEMENT OF CORPORATE GOVERNANCE (CONTINUED)
31