Corporate Governance

Our Commitment
Governance is not just about adherence to a set of recommendations. It is a way of doing business and is at the heart of everything we do.
 



 
Sime Darby Plantation’s Corporate Governance objectives:
  • Promote integrity, transparency, accountability and responsiveness
  • Ensure appropriate checks and balances within the Company
  • Cultivate ethical business behaviour through the Code of Business Conduct

Corporate Governance Report

Corporate Governance Framework
Board Structure
Board Charter
The Board Charter sets out the Board’s strategic intent and outlines the Board’s roles and powers that the Board specifically reserves for itself, and those which it delegates to the Management and in so doing, also sets the tone of the various Board Committees.

Click here to view the Board Charter.
Click here to view the Salient Features of the Board Composition Policy.

Board Committees
The Board Committees are established to assist the Main Board in the discharge of its statutory and fiduciary responsibilities. There are five Board Committees, namely Governance & Audit Committee, Nomination & Remuneration Committee, Risk Management Committee, Sustainability Committee and Tender Committee, and their functions and roles are as follows:

  • Governance & Audit Committee (“GAC”)
    Oversees the Group’s operations by providing a means for reviewing the Group’s processes for producing financial data, its internal controls, and policies and procedures to assess the suitability, objectivity and independence of the Group’s external auditor and internal audit function.

    Click here for Terms of Reference.
     

  • Nomination & Remuneration Committee (“NRC”)
    Oversees matters related to the nomination of new Directors, annually reviews the required mix of skills, experience and other requisite qualities of Directors as well as undertakes the annual assessment of the effectiveness of the Board as a whole, its Committees and the contribution of each individual Director.

    Recommends to the Board the remuneration framework for Directors, reviewing the remuneration package for Executive Directors and Senior Management as well as the remuneration framework of employees of the Group.

    Click here for Terms of Reference.
     

  • Risk Management Committee (“RMC”)
    Oversees the risks management framework and policies within the Group and reviews the efficacy of internal controls within the Group.

    Click here for Terms of Reference.
     

  • Sustainability Committee (“SC”)
    Oversees the Group’s objectives, policies and practices pertaining to sustainability, more particularly the “People, Planet and Prosperity” elements covering environment, community relations, safety and health.

    Click here for Terms of Reference.
     

  • Tender Committee (“TC”)
    Oversees the process of awarding significant contracts by the Group.

    Click here for Terms of Reference.
     

Assurance, Compliance and Risk as the Key Governance Function Teams

In Sime Darby Plantation, the three gatekeepers of good corporate governance are the Assurance, Compliance and Risk Management functions. The direct reporting lines to the Governance & Audit Committee and the Risk Management Committee enables these functions to operate with a high degree of impartiality and independence.
 

Ethical Business Practices

All our operations subscribe to Ethical Business Practices, which outlines the desired standard of behaviour and conduct for all our businesses:

Health, Safety and Environment
Health and safety are important for our employees and communities where we operate. We shall provide a safe and healthy workplace setting to prevent accidents and injury. We ensure our business operations are sustainable, by proactively addressing environmental challenges, and respecting fundamental human rights, without sacrificing long-term economic value creation.

Compliance
Complying with all applicable laws, rules and regulations in the countries that we operate.

Working with Local Communities
Engaging with and contributing to local communities in a socially responsible manner wherever we operate, without compromising the benefits of any particular stakeholder.

Fair Business Practices
Ensuring that we promote fair business practices and compete in an ethical manner.
 

Company’s Constitution

Click here for Company’s Constitution

 

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