To assess and recommend new appointments to the Board and Board Committee;
To develop, maintain and review the criteria to be used in the recruitment process and annual assessment of Directors including the criteria to assess their independence. Periodic assessment of Directors is to be facilitated by a professional, experienced and independent party by providing unbiased perspective on a Director’s performance and his/her ability to contribute effectively to the Board;
To review the succession plans for Directors and senior management and to ensure and maintain an appropriate balance of skills, experience etc. necessary for the Company’s business;
To evaluate the re-appointment of any Non-Executive Director at the conclusion of their specific term of office;
To assist the Board in reinforcing its independence::
where the tenure of an Independent Director has exceeded a cumulative term of nine (9) years, then to provide relevant justifications when seeking shareholders’ approval in the event the Committee’s recommendation is to retain the individual as an Independent Director serving more than nine (9) years; and
If the Board continues to retain the Independent Director after the 12th year, shareholders’ approval will be sought through a 2-tier voting process at the Company’s general meeting.
To regularly review the structure, size and composition (including skills, knowledge, experiences and so on) of the Board and make recommendations to the Board for any changes required;
To review and recommend suitable training programmes for the Board members including board induction and training for new directors;
To establish a formal and transparent remuneration policy to be adopted by the Board and the policy shall also include procedures to attract and retain Executive Directors;
To recommend to the Board the remuneration packages for senior management and executive staff, which is aligned to the property industry, and to review changes thereto as necessary;
In establishing the remuneration package for Directors, to be fair and aligned with the business strategy and long-term objectives of the Company, and should reflect the Board's responsibilities, expertise and the complexity of the Company's activities;
To ensure that no Director other than the Chief Executive Officer and Executive Directors shall have a service contract with the Company;
To undertake a formal independent review of the Directors' remuneration once in every three (3) years;
Provided that the ordinary shares in KLCC Property Holdings Berhad (“KLCCP”) and the units in KLCC Real Estate Investment Trust remains stapled to each other, where necessary, to consult and cooperate with the nomination and remuneration committee of KLCCP in respect of matters relating to (a) the nomination and remuneration policy of the Company and KLCCP and (b) the carrying out of the Nomination and Remuneration Committee’s roles and functions to ensure consistent approaches taken by the Nomination and Remuneration Committee of the Company and the nomination and remuneration committee of KLCCP.