CORPORATE DIRECTORS ADVANCED PROGRAMME (CDAP)

CORPORATE DIRECTORS ADVANCED PROGRAMME (CDAP) THE NEW MALAYSIAN CODE ON CORPORATE GOVERNANCE (MCCG) 2017 & INTEGRATED REPORTING 10 OCTOBER 2017 PULLMAN HOTEL, BANGSAR KUALA LUMPUR

ABOUT MALAYSIAN DIRECTORS ACADEMY (MINDA)) MINDA was established in December 2006 following the launch of the Government-Linked Companies (GLCs) Transformation Programme Initiatives in 2005. We are an independent organisation dedicated to Enhancing Board Effectiveness by equipping Directors with the world-class knowledge, skills and mindset required to perform to a consistently high standard. Since 2012, we have opened our doors to private sector comprising SMEs, large corporations and public-listed companies. Our strategy to achieve this is by assisting Boards in focusing on their fundamental roles and responsibilities such as strategy setting, corporate performance management, development of future leaders and human capital, risk management, innovation and creativity. With proven track record, MINDA has been supported by Securities Commission Malaysia and BURSA Malaysia to expand its role from academy to institute. MCCG 2017 The new Malaysian Code on Corporate Governance (MCCG) 2017 which was launched on 26 April 2017 places greater emphasis on the internalisation of corporate governance culture which focuses the listed companies, state-owned enterprises, small and medium enterprises (SMEs) and licensed intermediaries to embrace the code. With the new Code, companies and boards are now required to comprehend, apply and report (CARE) on governance practices. Key tenets of the MCCG: Practical guidance on implementing the MCCG. Proportionate regulation Step Up practices Two-tier voting processes for appointments of long-service independent directors 30% women on the board Disclosure of the remuneration of the top 5 senior management members in bands of RM 50,000 This programme will share the overview of the new MCCG Code, focusing on its 3 Principles and 36 Practices as well as the rationale and how they impact listed issuers, including disclosures in annual report. INTEGRATED REPORTING Integrated Reporting (IR) is enhancing the way organisations think, plan and report the story of their business. IR can be used to communicate a clear, concise, integrated story that explains how the organisation resources are creating value. IR is helping businesses to think holistically about their strategy and plans, make informed decisions and manage key risks to build investor and stakeholder confidence and improve future performance. It is shaped by a diverse coalition including business leaders and investors to drive a global evolution in corporate reporting. In April 2016, the Securities Commission Malaysia (SC) issued a public consultation paper on the draft 2016 Malaysian Code of Corporate Governance. One of the proposed recommendations relating to corporate reporting is the adoption of Integrated Reporting (IR) in future annual reports. 2

WHY YOU SHOULD BE WITH US Identify the various key changes under the new MCCG 2017 Define the practical application of key principles behind CARE (Comprehend, Apply & Report) Discuss on the application of the principles and practices of the Code towards enhancing corporate governance practices including disclosure requirements in the annual reports of listed issuers Give an introduction IR, its background, purpose, benefits and timeframes Explain how the IR Framework will change the way annual reports are prepared by Malaysian public-listed companies in the future Provide a possible roadmap and methodologies to implement Integrated Reporting Help the board & audit committee understand their roles & responsibilities and the concerns / implications in adopting, implementing and presenting integrated annual reports WHO WILL YOU MEET Chairpersons Non-executive directors Executive directors FROM THE FOLLOWING ORGANISATION TYPE Listed companies Private Corporations Large family companies Government Non-profit organisations and agencies VENUE Pullman Hotel, Bangsar, Kuala Lumpur PROGRAMME FEE Fee: RM1,330 (GST inclusive) per participant. Fee includes programme materials. LEARNING METHODOLOGY AND EMPHASIS MINDA s Learning Methodology focuses on the Learner, i.e. the Learners experiences and needs that they want to bring back to the Boardroom. BHPD s Learning Uniqueness (Figure 2) is the emphasis on Mindset Learning. Our programme methodology involves facilitated learning through active interaction, dynamic discussions and the use of local and international case studies. Knowledge What a Director Knows Skills What a Director can do Mindset What a Director believes 3

MCCG 2017 PROGRAMME FACULTY MR WEE HOCK KEE CA(M),FCCA,CFIIA,CRMA LEAD FACULTY, MALAYSIAN CODE ON CORPORATE GOVERNANCE 2017 Wee Hock Kee is the Managing Partner of CG Board Asia Pacific providing learning and leadership development in governance, risk management and internal control (GRC). He has more than 30 years of GRC experience, a large part in multinational companies. He began his career as Internal Audit in 1985 in Fraser & Neave. With a span of 20 years, he rose to the position of Regional Audit Director in AstraZeneca Plc UK (AZ) for Asia Pacific, Middle East and Africa in mid-1998. As a part of AZ Group Internal Auditor global senior management team, he is responsible for developing and charting the Group s governance strategy for SOX compliance in US. He now consults on matters relating to corporate governance, risk management and internal control for PLCs. He was the past President of IIA Malaysia and Asian Confederation of Institute of Internal Auditors and former board member of IIA Global. He was formerly a member of ACCA Malaysia s Advisory and past Chairman of Internal Audit Working Group of MIA. He won the prestigious Malaysian Internal Audit Award for 2001 and was a speaker and chaired numerous international, regional and national conferences organised by professional and regulatory bodies throughout the span of his career in the governance field. He was the Chairman of the 2011 IIA International Conference in KL. Wee currently sits on three boards, one of which is a government agency. MR VINCENT LOH Fellow of the Institute of Chartered Accountants in England & Wales (FCA) LEAD FACULTY, INTEGRATED REPORTING Vincent Loh has more than 35 years of experience in auditing, finance, managing companies and management consultancy. Now based in Kuala Lumpur, he has extensive overseas exposure having lived and worked in the UK, Singapore, Cambodia, Indonesia and Hong Kong. He was previously an Audit Manager in London, Regional Financial Controller in Singapore, Commercial Director of a technology consultancy based in Cambridge, England, Chief Financial Officer of a main- board on the KLSE and Group General Manager of a manufacturing & retailing group. He is presently Chief Executive of Core Management Resources, providing management consultancy services to a public-listed retail group in Malaysia, executive coaching to the President-Director of a Jakarta-based manufacturer in Indonesia and business development work for the Hong Kong regional office of a NYSE-listed corporation. 4

PROGRAMME AGENDA 08:00 09:00 09:00 10:00 10:00 10:30 10:30 11:00 11:00 11:30 11:30 12:30 12:30 13:00 13.00 14:00 14:00 14:45 14:45 15:15 15:15 15:45 15:45 16:30 16:30 17:00 Registration Overview of the The new Malaysian Code on Corporate Governance The CARE approach Principle A: Board Leadership and Effectiveness Principle B: Effective Audit and Risk Management: Board Leadership and Effectiveness Networking Break Principle B: Effective Audit and Risk Management: Board Leadership and Effectiveness (cont.) Principle C: Integrity in Corporate Reporting and Meaningful Relationship with Stakeholders Discussion on the Application of the new Code and Corporate Governance Challenges Networking Lunch Understanding the overview of Integrated Reporting What is Integrated Reporting? Why the Need? Benefits, Implications & Timeframes Applying the principles, guidelines and reporting formats in preparing the PLC s future annual reports The Integrated Reporting Framework (IR) How does it Impact PLC Annual Reports? Coffee Break Continue Examples of Good IR Reports Survey of IR Implementation in Malaysia Sime Darby Bhd Annual Report 2015 Case Study Understand the directors roles & responsibilities and to review concerns & implications adopting IR Board Directors Roles & Responsibilities for IR Guidelines for the Audit Committee Suggested approach to planning, implementing & presenting integrated annual reports for your company Roadmap & Methodologies for Adopting IR in your organisation 17:00 17:10 Submission of Evaluation Form and Certificate Presentation End of Programme 5

PROGRAMME : CORPORATE DIRECTORS ADVANCED PROGRAMME (CDAP): THE NEW MALAYSIAN CODE ON CORPORATE GOVERNANCE 2017 & INTEGRATED REPORTING DATE : 10 OCTOBER 2017 (TUESDAY) VENUE : PULLMAN HOTEL, BANGSAR, KUALA LUMPUR PROGRAMME FEE : PER SESSION RATE: RM1,330 (GST INCLUSIVE) Terms & Conditions Programme Fees Fee includes programme materials, training package and halal meals. Payment Upon registration, participant(s) are considered successfully enrolled in the event. Full payment is required prior to attending the programme. All cheques / bank drafts must be made payable to Malaysian Directors Academy (MINDA). Cancellation Policy Cancellation Charges - if written cancellation notice is received as below: > ten (10) working days before the event: no charges. < ten (10) working days before the event: 50% of the programme fee will be charged. < five (5) working days before the event: 100% of the programme fee will be charged. You can substitute an alternate participant(s) if you wish to avoid cancellation charges. Any difference in fee will be charged accordingly. Disclaimer MINDA reserves the right to amend the programme, dates, facilitators and / or terms as it deems necessary. MINDA reserves the right to make alternative arrangements without prior notice should it be necessary to do so. Upon signing the registration form, you are deemed to have read and accepted the terms and conditions. When providing us with any personal data, you will comply at all times with the Personal Data Protection Act 2010 (PDPA) and will not in any way cause MINDA to breach any of its obligations under the PDPA. Online Registration Only Go to www.minda.com.my/directorate. Select Sign Up as Director or Sign Up as Aspiring Director and follow the account registration instruction. (just one time only) Complete the required details (personal, board experience and functional experience) until the profile completion meter is at 100% (just one time only). Kindly ensure the provided information is latest and accurate as it will be used by the facilitators to prepare their programme delivery as well as contributing to the periodical directors statistical reporting to regulatory authorities. This section can be updated from time to time by registered users. Go to Training tab, select the desired programme and click Register. Fill in the required details and click submit. A programme registration acknowledgement email will be sent to the registered email. An invoice will be issued within 2 working days based on the provided Billing Info during the programme registration process. Inquiries Please contact: Mr. Effendi / Mr. Khabir / Ms. Shahida/ Mr. Zafril / Tel: +603 2780 5031 or Email: info@minda.com.my