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Corporate Governance Statement

The Board of Directors (the Board) is committed towards ensuring that good Corporate Governance is observed throughout the Group.

The Board also considers and adopts where appropriate, the principles and best practices of Corporate Governance as prescribed in the Malaysian Code of Corporate Governance 2012 (MCCG 2012).

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Board Charter

The Board Charter sets out the roles and responsibilities, composition and processes of the Board of Directors ("the Board").

It provides an overview of how the Board leads and provides direction to the Management of the Company.

It also sets out the delegation of authority by the Board to various Committees to ensure the Board members in performing their responsibilities on behalf of the Group would act in the best interest of all shareholders.

In addition, this Board Charter also outlines the core principles of corporate governance to which the Company ascribes.

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Audit Committee

The Audit Committee currently comprises of two Independent Non-Executive Directors and one Non-Independent Non-Executive Director.

Chairman:Onn Kien Hoe
(Independent Non-Executive Director)

Members:Tan Sri Dato' Sri Dr. Samsudin Bin Hitam
(Independent Non-Executive Director)

Dato' Faisal Zelman Bin Abdul Malik
(Non-Independent Non-Executive Director)

The Terms of Reference of the Audit Committee are as follows:-

1.Authority
The Audit Committee is authorised by the Board to:-
1.1ensure the internal audit function is appropriately and adequately resourced in discharging its duties and responsibilities.

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Nomination Committee

The Nomination Committee currently comprises of two Independent Non-Executive Directors and one Non-Independent Non-Executive Director.

Chairman:Tan Sri Dato' Sri Dr. Samsudin Bin Hitam
(Independent Non-Executive Director)

Members:Onn Kien Hoe
(Independent Non-Executive Director)

Dato' Faisal Zelman Bin Abdul Malik
(Non-Independent Non-Executive Director)

The terms of reference of the Nomination Committee are as follows:-

1. Responsibility to oversee the selection and assessment of directors of RPB and its subsidiaries.

2. Ensure that the Board composition meets the needs of the Company and its subsidiaries.

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Remuneration Committee

The Remuneration Committee currently comprises of two Independent Non-Executive Directors and one Non-Independent Non-Executive Director.

Chairman:Onn Kien Hoe
(Independent Non-Executive Director)

Members:Tan Sri Dato' Sri Dr. Samsudin Bin Hitam
(Independent Non-Executive Director)

Dato' Faisal Zelman Bin Abdul Malik
(Non-Independent Non-Executive Director)

The terms of reference of the Remuneration Committee are as follows:-

• Assist the Board of Directors ("the Board") in establishing formal and transparent remuneration policies and procedures for directors and senior executives of RPB and its subsidiaries including the executive directors and Chief Executive Officer ("CEO") of the Company.

• Recommend to the Board remuneration package for directors and senior executives of RPB and its subsidiaries.

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Memorandum & Articles of Association (M&A)

1.The name of the Company is Reliance Pacific Berhad.
2.The registered office of the Company will be situated in Malaysia.
3.The objects for which the Company is established are:-
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