Maxis Berhad
Annual Report 2015
page
52
A brief description of the background of each Director is contained in the “Board of Directors’ Profiles” section as set out on pages
22 to 28 of this Annual Report.
Division of Roles and Responsibilities Between the Chairman and the CEO
The Board appreciates the distinct roles and responsibilities of the Chairman of the Board and the CEO. This division ensures that
there is a clear and proper balance of power and authority. As such, the role of the Chairman and CEO is separate and this division
of roles is made clear in the Board Charter. In addition to the above, the Chairman was not previously a CEO of the Company.
The Chairman’s main responsibility is to ensure effective conduct of the Board and that all Directors, both Executive and Non-
Executive, have unrestricted and timely access to all relevant information necessary for informed decision-making. The Chairman
encourages active participation and deliberation by all Board members to enable the wisdom of all the Board members to be
tapped and to promote consensus-building as much as possible.
The CEO has overall responsibilities over the Group’s operational and business units, organisational effectiveness and
implementation of Board policies, directives, strategies and decisions. In addition, the CEO also functions as the intermediary
between the Board and Management.
IV. COMMITMENT OF THE BOARD
Training and Development of Directors
The NC and the Board assess the training needs of each of its Directors on an ongoing basis, by determining areas that would best
strengthen their contributions to the Board. Orientation and familiarisation programmes that include visits to the Group’s business
operations and meetings with key management, where appropriate, are organised for newly appointed Directors to facilitate their
understanding of the Group’s operations and businesses. Regular talks are scheduled on various topics for the Board and these
sessions are held together with Management in order to encourage open discussion and comments.
Throughout the financial year under review, regular briefings/updates (some by external advisers) on various subjects such as
cyber security, industry trends, operations, legal, regulatory, technology and organisation and talent were held at Board meetings.
Other sessions have been part of the Maxis Board agenda and this will continue into 2016 and beyond with greater intensity.
Directors have also participated in various external training programmes which they have collectively or individually considered as
useful for them to discharge their responsibilities.
The Board has taken steps to ensure that its members have ongoing access to appropriate continuing education programmes in
order to effectively discharge their functions effectively as Directors. The Company Secretary facilitates the organisation of internal
training programmes and keeps Directors informed of relevant external training programmes. All of the Directors have undergone
training during the financial year. The records of internal and external training programmes attended by Directors are maintained
by the Company Secretary.
As at the financial year end ended 31 December 2015, all Directors have attended and completed the Mandatory Accreditation
Programme (“MAP”) prescribed by Bursa Securities. Mohammaed Abdullah K. Alharbi who was appointed a Director on 29 May
2015 has completed his MAP on 10 September 2015 which is within the prescribed period of four months from the date of his
appointment.
V. BOARD INTEGRITY IN FINANCIAL REPORTING, RISK RECOGNITION AND MANAGEMENT
Financial Reporting
ACCOUNTABILITY AND AUDIT
In presenting the annual financial statements and quarterly announcement of results to shareholders, the Directors will endeavour
to present a clear, balanced and comprehensive assessment of the Group’s financial position, performance and prospects. This
also applies to other price-sensitive public reports and reports to regulators. The assessment is provided in this Annual Report
through the Directors’ Responsibility Statement as set out on page 67 of the Annual Report.
Corporate Governance
