Dagang NeXchange Berhad Annual Report 2019

CORPORATE ACCOUNTABILITY annual report 2019 59 The Directors to retire in every year shall be those who, being subject to retirement by rotation, have been longest in office since their last election, but as between Directors of equal seniority, the Directors to retire shall (unless they otherwise agree among themselves) be determined by lot. Where a person has been appointed as Director either to fill a casual vacancy or as an additional Director, he/she shall hold office only until the conclusion of the next AGM and shall be eligible for re-election at such meeting. The NRC also makes recommendations to the Board on the re-election of the Directors. Annual Assessment of Directors The Board, through the NRC, conducts an annual assessment on its effectiveness, each individual Director and the Board Committees established by the Board. The Board is assessed in the areas of the Board’s roles and responsibilities, structure and composition, conduct, meeting process, interaction and communication with the Management and other stakeholders, as well as the effectiveness of the Chairman. The Board Committees are assessed in terms of accountabilities and responsibilities and the success of the Committees in achieving its objectives. The 2019 assessment was carried out in February 2020 through questionnaires sent to each individual director and encompasses an assessment of the performance of the Board as a whole, the Board Committees and individual Directors (via self and peer assessment) as well as the independence of Independent Directors. 2.2 Audit Committee The Audit Committee Report is set out on pages 74 to 76 of this Annual Report. 2.3 Board Procurement and Tender Committee (“BPTC”) The BPTC was established on 16 December 2013 to oversee the procurement process and contract management of the Group. The BPTC met once during the year under review with full attendance of its members. Dato’ Rosnah Abd Majid, an Independent Non-Executive Director was appointed as a member of the BPTC on 23 August 2019. With the appointment, the composition of the BPTC is as follows: Name Designation Directorate Datuk Samsul Husin Chairman Executive Deputy Chairman Ang Hsin Hsien Member Non-Independent Non-Executive Director Satria Ahmad Member Independent Non-Executive Director Dato’ Rosnah Abd Majid Member Independent Non-Executive Director