Board Diversity Policy

Introduction

Practice 4.5 of the Malaysian Code on Corporate Governance recommends that the Board should establish a policy formalising its approach to boardroom diversity.

Diversity includes, but is not limited to, skills, experience, age, ethnicity, cultural background and gender.

The Diversity Policy (“the Policy”) sets out the approach to achieve diversity on the Board of Directors (“the Board”) and the executive level which reports directly to the Board (“Senior Management”) of WZ Satu Berhad (“the Company” or “WZ Satu”) and its group of companies (“Group”).

Objectives

The Board recognises that board diversity is an essential element contributing to the sustainable development of the Company and does not discriminate on the basis of ethnicity, age, gender, nationality, political affiliation, religious affiliation, marital status, education background or physical ability. There is no specific target on the composition in terms of gender, age or ethnic of its Board members or members of Senior Management.

The Policy is aligned with the Company’s objective, values and principles. WZ Satu’s strategic intent for Board and Senior Management diversity is the attraction, retention and development of a diverse team of skilled people who are increasingly engaged towards delivering of WZ Satu’s strategy. The Policy is centred on the following initiatives:-

  1. foster an inclusive culture – involving both women and men in fostering an inclusive culture that upholds the central principle of meritocracy.
  2. improve talent management – embedding diversity initiatives into the broader talent management processes in order to support the development of all talent, including an increase to the representation of women in management roles.
  3. develop a work environment that values and utilises the contributions of employees with diverse backgrounds, experiences and perspectives through awareness of the benefits of workforce diversity and successful management of diversity.
  4. create awareness in all employees of their rights and responsibilities with regards to fairness, equity and respect for all aspects of diversity.

Responsibilities

The Board maintains oversight and responsibility for the Group’s diversity policy and objectives, and has delegated responsibility for:-

  1. the selection of Directors to the Nomination Committee; and
  2. the review of remuneration packages to the Remuneration Committee.

The Management proactively monitors the Company’s performance in meeting the standards and policies outlined in this Policy. This includes a review of any diversity objectives set by the Board and the progress in achieving them are as follows:-

  1. identifying and balancing the different skills and industry experience, background, gender and age of Directors and Senior Management personnel;
  2. retaining Directors and Senior Management personnel based on merit, in the context of skills, time commitment and experience, in order for the Board and Management to be effective while also considering the requirements on diversity; and
  3. the Board’s Nomination Committee reviews and assesses the composition of the Board and Senior Management and makes recommendations on the appointment of new Directors and Senior Management personnel. The Nomination Committee is tasked with the following responsibilities:-
    1. take into consideration the benefits that flow from diversity but also to appoint candidates based on merit and without prejudice, when reviewing the composition of the Board and Senior Management; and
    2. consider the balance of skills, experience, independence, knowledge and the diversity representation of the Board, as part of the annual performance evaluation of the effectiveness of the Board, Board Committees and individual Directors.

Monitoring and Reporting

The Board, through the Nomination Committee, monitors the scope and applicability of this Policy, from time to time.

The Management is responsible for implementing, monitoring and reporting on the progress of achieving the objectives set by the Board.

Review of the Policy

The Nomination Committee reviews regularly and assesses the effectiveness of the Policy. Any requirement for amendment shall be deliberated by the Nomination Committee and any recommendation for revisions shall be highlighted to the Board for approval.

This Policy shall be reviewed by the Board from time to time as necessary to ensure the Policy remains relevant and viable to meet the needs of the Company. Any revision to the Policy shall be recommended to the Board for consideration and approval.

The policy is made available at the Company’s website on www.wzs.my.