The Board of Directors of Bank Pembangunan Malaysia Berhad recognises the importance of the principles of Corporate Governance and subscribes to Bank Negara Malaysia's Guidelines on Corporate Governance Standards on Directorship for Development Financial Institutions i.e. BNM/DFI/GP4 ("GP4") in achieving an optimal governance framework and maximising the shareholder value of the Bank.
A. Board of Directors
The Board is responsible to ensure the effectiveness of the Bank's operations. This includes the responsibility for determining the Bank's overall strategic direction, approval of performance targets, monitoring of management achievements, providing overall policy guidance and ensuring that policies and procedures for internal control system and succession planning are in place.
The Board consists of 6 Directors - 1 Executive Director who is the Bank's President/Group Managing Director, 1 Non-Independent Non-Executive Director and 4 Independent Non-Executive Directors. All Non-Executive Directors are persons of calibre and credible to exercise independent judgment to the Board. Their role is to ensure that any decision of the Board is deliberated fully and objectively with regard to the long-term objectives of the Bank.
The diversity of the Directors' background from the fields of management, banking, finance, legal, accounting, economics and their experience accumulated while serving both in private and government sectors, brings to the Board the necessary range of expertise and experience required by the Board to effectively perform its functions.
The appointment of the Chairman and all the Directors are in accordance to GP4 and the Bank's Articles of Association.
The Board of Directors meets at least once a month to discuss and monitor amongst others, the overall conduct and performance of the Bank's business, including matters relating to financial, policies, strategies, performance and resources.
B. Supply of Information
Directors are provided with notices and Board papers prior to Board Meetings to give Directors time to deliberate on issues raised at meetings.
All Directors have direct access to the services of the Company Secretary and to the Senior Management. Independent professional advice is also made available to Directors in furtherance of their duties in the event such services are required.
C. Training of Directors
It is the Bank's practice that each new Director is given materials and briefing on the Bank's history, operations and financial performance to enable them to have understanding of the Bank's operations.
The members of the Board keep abreast with developments in the banking industry by attending conferences and seminars held in Malaysia and abroad.
The Bank also encourages Directors to attend talks, training programmes and seminars to update themselves on new developments in the business environment.
In addition, all Directors of the Bank have attended the Corporate Directors Training Programme as proposed by the Companies Commission of Malaysia.
D. Commitees
There are four Board Committees established to assist the Board in discharging of its duties and responsibilities, namely the Audit and Examination Committee, Nominating Committee, Remuneration Committee and Risk Management Committee.
