Quality - UAC Berhad

Corporate Governance StatementMr. Tan Leh Kiah, a new appointee to the Board had attended the Mandatory Accreditation Training Programme(MAP) prescribed by Bursa Malaysia Securities Berhad. Tan Sri Dato' Haji Hanafiah bin Haji Ahmad attended coursesconducted by Rating Agency Malaysia Berhad on Strategic and Operational Risk Management, PNB InvestmentInstitute on Modern Internal Auditing for Directors, Marcus Evans on Directors Duties 2005 and Strategies forSuccessful Investor Relations and Internal Auditing. Mr Koo Hock Fee attended the briefing by the SecuritiesCommission on updates on new Financial Reporting Standards, Crisis & Media Communications Workshop by WeberShandwick Worldwide (CMGRP (Malaysia) Sdn Bhd), FRS 2 on Share Based Payments conducted byPricewaterhouseCoopers and Public Rulings of the Inland Revenue Board by the Malaysian Institute of Accountants.The rest of the Directors kept themselves informed on latest developments on new Financial Reporting Standards andGoods and Services Tax by attending briefings and courses conducted by Ernst & Young.The Company Secretary ensures that all necessary information is obtained from the Directors and that appointmentsto the Board are properly made in accordance with the regulatory requirements.In accordance with the Company's Articles of Association, all Directors who are appointed by the Board are subject tore-election by shareholders at the next Annual General Meeting immediately after their appointment. Directors overseventy (70) years of age submit themselves for re-appointment annually, in accordance with Section 129(6) of theCompanies Act, 1965. In accordance with the Company's Articles of Association, one-third of the remaining Directors,including the Managing Director, submit themselves for re-election by rotation at each Annual General Meeting.REMUNERATION COMMITTEEThe Remuneration Committee comprises one non-independent, non-executive Director and two independent, nonexecutiveDirectors, as follows:Tan Sri Dato' Lodin bin Wok Kamaruddin non-independent, non-executiveTan Sri Dato' Haji Hanafiah bin Haji Ahmad independent, non-executiveTan Leh Kiah independent, non-executive (Appointed on 15 February 2006)Dato' Siew Nim Chee independent, non-executive (Resigned on 2 August 2005)The Remuneration Committee is responsible for making recommendations on the remuneration of executive Directors.The determination of remuneration packages of non-executive Directors is the responsibility of the Board as a whole.The remuneration package of the executive Director comprises a fixed salary and allowances, and a bonus approvedby the Board, which is linked to Group performance. Non-executive Directors are paid Directors' fees and anattendance allowance for each Board or Committee Meeting they attend. The individuals concerned abstained fromdiscussion of their own remuneration.29