IHH Healthcare Berhad
l
Annual Report 2014
074
To date, the Group’s corporate governance model adopts the following requirements and guidelines on corporate governance best practices:
■
Malaysian Code on Corporate Governance 2012 (“MCCG”);
■
Main Market Listing Requirements of Bursa Securities (“MMLR”); and
■
Corporate Governance Guide: Towards Boardroom Excellence by Bursa Securities (“CG Guide”).
The Board also subscribes to internal guidelines on corporate disclosure policies and procedures based on the best practices recommended by Bursa Malaysia
Securities Berhad (“Bursa Securities”). These provide the Group with the appropriate guidance to discharge its disclosure obligations and ensure the Group
moves beyond the minimum mandatory disclosure requirements. As the Group maintains a significant presence in the countries it operates in, it also abides by
the guidelines of the respective regulators and authorities in these countries.
Pursuant to Paragraph 15.25 of the MMLR, the Board is pleased to present this Statement on Corporate Governance (“Statement”) which outlines the manner
in which the principles and best practices of the aforementioned guidelines have been applied throughout the Group. This Statement also endeavours to portray
how IHH’s existing corporate governance measures align with the MCCG’s corporate governance principles and recommendations. It highlights the areas where
the Group has made good progress in adhering to MCCG’s principles and recommendations, as well as the areas where more work needs to be undertaken.
ESTABLISHED CLEAR ROLES AND RESPONSIBILITIES
Roles and Responsibilities of the Board
The Board is primarily responsible for oversight and the overall governance of the Group. It carries out its mandate by providing strategic guidance,
implementing succession planning, effectively monitoring management goals and ensuring overall accountability for the Group’s growth. On top of this, the
Board is responsible for ensuring that the Group’s internal controls, risk management processes and reporting procedures are firmly in place.
The Board is guided by the Board Charter, documented Terms of Reference (“TOR”) and Limits of Authority (“LOA”), which clearly define the matters that are
specifically reserved for the Board, Board Committees and outline the manner in which the day-to-day management of the Company is to be delegated to the
Managing Director (“MD”). This formal structure of delegation is further cascaded by the MD to the Senior Management team within the Group. However, the
MD and the Senior Management team remain accountable to the Board for the authority that is delegated, as well as for the performance of the Company and
the Group even as the Board continues to monitor the same.
Under the Board Charter, the Board, among others, assumes the following roles and responsibilities, which are to be discharged in the best interests of the
Company in pursuance of regulatory and commercial objectives:
■
reviewing and adopting the strategic direction of the Group;
■
overseeing and evaluating the conduct of the Group’s businesses;
■
identifying principal risks and ensuring the implementation of appropriate systems to manage these risks;
■
establishing succession plans;
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establishing and implementing a good Investor Relations programme and shareholders’ communication policy; and
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reviewing the adequacy and the integrity of the Group’s internal control systems and management information systems.
Statementon
CorporateGovernance
OUR COMMITMENT TO GOOD
CORPORATE GOVERNANCE
IHH Healthcare Berhad
(“IHH” or “the Company”)
together with its subsidiaries
(“the Group”), are committed to
achieving and maintaining the
highest standards of corporate
governance.
The Board of Directors (“Board”)
strongly believes that sound
corporate governance practices are
essential for delivering sustainable
value, enhancing business integrity,
maintaining investors’ confidence
and achieving the Group’s corporate
objectives and vision.
To this end, the Board,
Management and staff of the
Group affirm their commitment
to enhancing shareholder
value by way of upholding
high standards of corporate
governance.
