Corporate Governance
Our Board is committed to the principles of corporate governance in the Malaysian Code on Corporate Governance ("Code"). Our
Board will continuously evaluate the status of the Group's corporate governance practices and procedures with a view to adopting
and implementing the Best Practices of the Code wherever applicable in the best interests of the shareholders.
We have formed three (3) committees, namely the Audit Committee, Remuneration Committee and the Nomination Committee on 18 August
2006.
Audit Committee
The Audit Committee comprises the following Board Members:
| Name | Designation | Directorship |
| Brigadier General (Rtd) Dato' Ameerudeen Bin Mohamed Noor | Chairman | Independent Non-Executive Director |
| Mohd Jimmy Wong Bin Abdullah | Member | Independent Non-Executive Director |
| Victor Ng | Member | Independent Non-Executive Director |
The Audit Committee will assist our Board in discharging their responsibility to safeguard our Group's assets, maintain adequate accounting records and develop and maintain effective internal control system, with the overall objective of ensuring that the management creates and maintains an effective control environment in our Group.
The Audit Committee is responsible for the recommendations to our Board regarding the selection of the external auditors, reviewing the results and scope of the audit and other services provided by our Group's external auditors and reviews and evaluates our Group's internal audit and control functions. The Audit Committee is also responsible for the assessment of financial risk and matters relating to related party transactions and conflict of interests. The Audit Committee may obtain advice from independent parties and other professionals in the performance of its duties.
Remuneration Committee
The Remuneration Committee comprises the following Board Members:
| Name | Designation | Directorship |
| Brigadier General (Rtd) Dato' Ameerudeen Bin Mohamed Noor | Chairman | Independent Non-Executive Director |
| Mohd Jimmy Wong Bin Abdullah | Member | Independent Non-Executive Director |
| Wong Thean Soon | Member | Managing Director |
The Remuneration Committee will review and recommend to our Board the terms of engagement and remuneration packages for our Executive Directors. The Remuneration Committee shall also be responsible for reviewing the performance of our Executive Directors. All aspects of remuneration, including but not limited to Directors' fees, salaries, allowances, bonuses and benefits-in-kind shall be covered by the Remuneration Committee. Each member of the Remuneration Committee shall abstain from voting on any resolution in respect of his remuneration package.
Nomination Committee
The Nomination Committee comprises the following Board Members:
| Name | Designation | Directorship |
| Mohd Jimmy Wong Bin Abdullah | Chairman | Independent Non-Executive Director |
| Brigadier General (Rtd) Dato' Ameerudeen Bin Mohamed Noor | Member | Independent Non-Executive Director |
The Nomination Committee will be responsible for the re-nomination of our Directors having regard to each Director's contribution and performance. The Nomination Committee is also responsible for determining annually whether a Director is independent and deciding whether a Director is able to and has been adequately carrying out his duties as a Director. The Nomination Committee will decide on how our Board's performance is to be evaluated and propose objective performance criteria which address how the board has enhanced long-term shareholders' value. Each member of the Nomination Committee will not take part in determining his own re-nomination or independence.
Re-election of Directors
Our Directors are appointed by the shareholders of the Company at a general meeting and an election of Director takes place annually. Pursuant to our Company's Articles of Association, at least one-third of our Directors are required to retire from office at every annual general meeting of the Company. Further, every Director must retire from office at least once every three (3) years. However, a retiring Director is eligible for re-election at the meeting at which he retires.
In accordance with Article 69 of our Company's Articles of Association, our Directors shall retire from office and offer themselves for re-election at the next Annual General Meeting in accordance with the above foregoing provisions provided there is no change in the directorships from the date of issue of Prospectus to the next Annual General Meeting.
Key Management and Technical Personnel
Our key management and technical personnel are led by an experienced Board that play an active role in the daily operations and strategic planning of our Group, focusing on building strong relationships with suppliers and customers and continuous R&D for the development of new products and services. Our Directors are in turn supported and closely assisted by a team of key employees. See Section 5.3.1 of this Prospectus for the individual profiles of our Directors.
