Annual Report 2012 - IOI Group

Cheah Tek Kuang 2011 Forbes Global CEO Conference 12 September 2011 to 14 September 2011Bank Negara Malaysia - Engagement on Financial 11 October 2011Services and Islamic Services BillsBank Negara Malaysia - The 1st Asian Central Banks’ 1 November 2011Watchers ConferenceBank Negara Malaysia - Invitation to the Launch of the 21 December 2011Financial Sector Blueprint and the New Currency SeriesPalm Oil Conference (POC) 6 March 2012 to 7 March 2012Directors’ Induction Program - AmFamily Takaful Berhad 21 March 2012Lim Tuang Ooi EPF Crisis Simulation 1 July 2011Transforming Managers into Service Leaders by EPF 15 August 2011 to 16 August 2011Red Flags in Corporate Governance by EPF 12 September 2011EPF Customised Senior Leadership Development 14 November 2011 to 18 November 2011ProgramEPF Corporate Governance jointly organised by EPF 29 November 2011and ICLIF Leadership and Governance CentreJPR Power Team Building 10 December 2011 to 11 December 2011Credit Risk Course by EPF 28 March 2012 to 29 March 2012EPF International Seminar on Dynamic Evolution of the 2 April 2012 to 3 April 2012Pensions WorldEPF Management Conference 2012 4 April 2012 to 6 April 2012Strategic Planning Pre-Workshop Challenge Session 3 May 2012by EPFMarket Risk by EPF 16 May 2012 to 17 May 2012Star Presenter Tool Kit by EPF 18 May 2012Appointment to the Board and the effectiveness of the BoardThe Nominating Committee of the Board compose exclusivelythree (3) Independent Non-Executive Directors. The NominatingCommittee is responsible to make independent recommendationsfor appointments to the Board. In making these recommendations,the Nominating Committee considers the skills, knowledge,expertise and experience, professionalism, integrity and otherqualities of the candidate. Any new nomination received is put tothe full Board for assessment and endorsement.The Board through the Nominating Committee also annuallyreviews its required mix of skills and experience and other qualities,including core competencies which the Directors should bring tothe Board. The Board has also implemented a process to becarried out by the Nominating Committee annually for continuousassessment and feedback to the Board on the effectiveness of theBoard as a whole, the Board committees and the contribution ofeach individual Director.90IOI CORPORATION BERHADAnnual Report 2012Re-election and Re-appointment of DirectorsIn accordance with the Company’s Articles of Association(“Articles”), all Directors who are appointed by the Board aresubject to election by shareholders at the first opportunity aftertheir appointment. The Articles also provide that at least one third(1/3) of the remaining Directors be subject to re-election byrotation at each Annual General Meeting (“AGM”) provided alwaysthat all Directors including the Managing Director shall retire fromoffice at least once every three (3) years but shall be eligible forre-election.Pursuant to Section 129 of the Companies Act, 1965, Directorswho are over the age of seventy (70) years shall retire at everyAGM and may offer themselves for re-appointment to hold officeuntil the next AGM.The Directors due for re-election by rotation pursuant to Article101 of the Articles at the forthcoming Forty-Third AGM are Dato’Lee Yeow Chor and Mr Lee Cheng Leang. Mr Cheah Tek Kuang isretiring pursuant to Article 102 of the Articles at the forthcomingForty-Third AGM. The profiles of the Directors who are due forre-election are set out on page 63 onwards in the “Profile ofDirectors” section.