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On the strategy development and planning process, theBoard has been playing an active role whereby a retreatsession is planned at the end of each year where theBoard challenges the Management by providing theirinput in determining the strategy for the ensuing year.A broad strategy discussion is held at mid-year to helpManagement prepare for the retreat session. Uponapproval of the Business Plan and Budget, the Group’sperformance is diligently tracked through regular reportingto ensure the Group meets its goals.The Board Audit Committee (BAC) reviews the keyoperational risks and controls based on the Group’sEnterprise Risk Management framework and tracks theprogress of risk management on a regular basis. Any keyissues affecting the business and mitigation plan tomanage these risks will be reported by the BAC to theBoard. Further details on the risks identified by theGroup are set out on pages 87 to 88 of the AnnualReport.In 2010, Axiata established a separate Risk ManagementCommittee comprising all its Senior Management. Thiscommittee, chaired by the Chairman of the BAC, wasestablished with the objective of having a focuseddiscussion on the Group’s risks.Board Composition and BalanceThere were changes to the Board’s composition duringFY09. One Independent Non-Executive Director (INED),Gita Irawan Wirjawan, resigned on 30 October 2009following his appointment to the Indonesian Cabinet asthe Head of the Investment Coordinating Agency. On24 December 2009, Axiata lost an enterprising andhardworking Board member, a Non-Independent Non-Executive Director (NINED), Ismael Fariz Ali, after aperiod of illness. His then alternate, Dr Farid MohamedSani, was appointed to fill the vacancy on 8 January2010.As a result of these changes, the Board currently haseight members comprising four INEDs, two NINEDs(including the Chairman) and two EDs, namely thePresident & GCEO and Group Chief Financial Officer(GCFO).Overall, the Board is satisfied with the current mix ofDirectors who together provide diverse professionalbackgrounds, a range of complementary skills, internationalexposure and appropriate long-standing experience intelecommunications and other areas relevant to theGroup.Further, the Board’s composition reflects a proportionwhich is higher than the one-third minimum of independentdirectors as prescribed by the Code and the BursaSecurities Main Market Listing Requirements (Main LR).The composition also fairly and appropriately representsAxiata’s ownership structure with a significantrepresentation of minority interest through the INEDs.The current structure of the Board and integrity of theindividual Directors ensure that no single individual orgroup dominates the decision making process.The EDs, who are professionals, have direct responsibilityfor the Group’s performance and contribute theirin-depth knowledge and experience particularly in respectof the telecommunications industry and finance. TheNEDs, all of whom are well qualified and outstandingindividuals, are professionals in their own right and bringto the Board in-depth knowledge in their respectivefields. They do not participate in the day to day ofAxiata’s management and do not engage in any businessdealings or other relationship with Axiata to ensure theyare capable of exercising judgment objectively and actin Axiata’s best interest.The INEDs not only bring quality on impartiality andinquisitive minds on decisions made by the Board, butalso provide sound and valuable input in reaching suchdecisions.Axiata Group Berhad • 066