Page 158 - Bank Muamalat_AR24

156 BANK MUAMALAT MALAYSIA BERHAD

GOVERNANCE DISCLOSURES

OUR GOVERNANCE FRAMEWORK BOARD CHARTER

Our governance framework takes guidance based on the The Board Charter formalises the various roles and
following key statutory provisions and best practices: responsibilities of the Board, Board Committees and individual
Director of Bank Muamalat (BMMB) with the aim of streamlining
a. Companies Act 2016 (“CA 2016”) and enhancing corporate governance practices towards
transparency, accountability and integrity in boardroom
b. Islamic Financial Services Act 2013 (“IFSA 2013”)
activities.
c. Policy Document on Corporate Governance issued by The powers of the Chairman, Non-Executive Directors and
BNM (“BNM CG”) President & Chief Executive Director (“PCEO”) are set out
d. Policy Document on Shariah Governance in the Board Charter (Charter).
e. Malaysian Code on Corporate Governance issued by The Charter is available online at
Securities Commission Malaysia (“MCCG 2021”)
https://www.muamalat.com.my/downloads/corporate-
f. Relevant requirements as outlined under the respective overview/Board-Directors/Board-Charter-v3.0.pdf
guidelines by BNM and other regulators.
The following summarises the list of Matters Reserved for
the Board’s deliberation and decision:
GOVERNANCE STRUCTURE
• Strategic decisions which are, or may be significant in terms
of future profitability of the Bank.

Shareholders • Decisions on significant/material matters on capital and
finance.

• Adoption/changes to the Constitution or terms of reference
Board of Directors Shariah Committee of the Board/ Board Committees.
Company Secretary • Decision in relation to the delegation of authority.

Board of Committees • Decision on appointments and removal of any member of
the Board, or the company secretary, or the senior
management, a director from the Chairmanship of the
Board and external auditors or other professional advisors.
PCEO
• Significant and/or connected party contracts and
transactions or contract that involves conflict of Director’s
personal interest.
Management Committee
• Disclosure on financial information/reports for publication
Accountability Empowerment/Delegation as well as presentation to Shareholders or disclosure on
• Board Risk & Compliance • Board Veto Committee material information that may affect the image of the Bank.
Committee • Board Technology
• Board Audit Committee Committee • Policy governing the Board Meetings.
• Board Nomination and • Payment by Bank arising out of legal dispute/legal settlement
Remuneration Committee exceeding RM100,000.
• Shariah Committee
Further details on Board Reserved Matters can be found in
the Board Charter.