EXTERNAL AUDITOR POLICY

The Board of Formosa Prosonic Industries Berhad (“FPI or the Company”) has established a Nomination Committee. This Charter sets the guidelines and functions of the Nomination Committee. The Nomination Committee is responsible for the adherence to the Nomination Committee Charter.

 

 

 

1          BOARD APPROVAL

 

1.1       The Board has approved this Charter. The Board may approve updates and amendments to this Charter from time to time.

 

 

 

2          DEFINITIONS

 

2.1       Unless the contrary intention is expressed in this Charter, the following words (when used in this Charter) have the meaning set out below:

 

  • Board means the Board of Directors of the Company from time to time.
  • Company means Formosa Prosonic Industries Berhad having its registered office at Level 18, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur.
  • Director means a director of the Company.

 

 

 

3          NOMINATION COMMITTEE MEMBERSHIP

 

3.1       The members of the Nomination Committee should comprise exclusively of non-executive Directors and a majority of whom must be independent.  The Chairman of the Nomination Committee will be appointed by the Board and should be a senior independent Director.

 

 

 

4          NOMINATION COMMITTEE OPERATION

 

4.1       The Nomination Committee will meet at least once annually. Additional meetings may be convened as required by the Committee.

 

 

 

5          NOMINATION COMMITTEE PURPOSE

 

5.1       Shareholders are able to vote for representation on the Board of the Company, although it is accepted that the Board will play a role in facilitating this process. The Nomination Committee will assist the Board in performing this role.

 

 

 

6          RESPONSIBILITIES

 

6.1       Responsibilities of the Nomination Committee will include:

 

  1. Assessment of the necessary and desirable competencies of Board members
  2. Review of Board succession plans
  3. Evaluation of Board's performance
  4. Annual review of the performance, qualifications and contribution of each Director.
  5. Recommendations for the appointment and removal of Directors
  6. Recommendations to the Board regarding review of the composition of committee memberships
  7. Review and facilitate Board induction and training programmes.
  8. Review Board gentle diversity policy.

 

 

 

7          CRITERIA FOR SELECTION OF DIRECTORS

 

Directors can be nominated by the Board or by shareholders or by management.

 

7.1       Competencies:

 

As part of the director selection process the Nomination Committee will consider the following issues regarding a director nominee:

 

  • General competence in business including recognised business and entrepreneurial skills;
  • Industry experience and knowledge;
  • Strategic skills which will add value to the Board;
  • Corporate, financial business, legal knowledge and skills;
  • Analytical competence in relation to the business and financial information;
  • Personal and business integrity;
  • Communication skills.

 

 

 

8          ACCESS TO THIS BOARD CHARTER

 

This Charter will be available for viewing in the Company's annual report or a copy will be sent upon request.

 

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