QL Resources Berhad (428915-X)
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The Directors have a duty to declare immediately to the Board should they have any transactions to be entered into
directly/indirectly with the Group. An interested Director is required to abstain from deliberation and decisions by the Board
on the transaction and he/she does not exercise any influence over the Board in respect of the transaction.
Ethical Standards through a Directors’ Code of Conduct and Employees’ Code of Conduct
The Directors’ Code of Conduct, which form part of the Charter, sets out the Board’s standard of conduct and basic principles
to guide the Board in carrying out their duties and responsibilities to the highest standards of personal and corporate integrity.
The Group has recently put in place the Employees’ Code of Conduct which encompass all aspects of its day to day
business operations.
Directors and employees of the Group are expected to observe high standards of integrity in dealings in relation to
distributors, employees, customers, business contact and society within the Group’s operation to ensure compliance with
all applicable law, rules and regulations to which the Group is bound to observe in the performance of its duties.
Company’s Strategies for Sustainability
The Board recognises the environmental sustainability role as a corporate citizen in its business approach, and always
endeavors in adopting most environmental friendly, ecological and cost effective production process.
The Board also endeavors in developing Group objectives and strategies having regard to the Group’s responsibilities to
its shareholders, employees, customers and other stakeholders and ensuring the long term stability of the business,
succession planning and sustainability of the environment. A corporate social responsibilities statement is also set out on
pages 53 to 54 of this Annual Report.
Access to Information and Advice
The minutes of Board meeting are circulated to all Directors for their perusal prior to confirmation of the minutes at the
commencement of the following Board meeting. The minutes will be signed by the Chairman of the meeting as a correct
record of the proceeding of the meeting.
A record of submissions, papers and material presented to the Board is maintained and kept by the Company Secretary,
including minutes of meetings, and is accessible to Directors during office hours.
All Directors (Executive and Non-Executive) have the same right of access to information relevant to the furtherance of
their duties and responsibilities as Directors of the Company, subject to a formal written request to the Board
Chairman/Group Managing Director furnishing satisfactory and explicit justification for such a request.
In addition, the Directors may obtain independent professional advices, where necessary, at the Group’s expenses in
furtherance of their duties.
Company Secretary
The Directors have ready and unrestricted access to the advice and services of the Company Secretary to enable them to
discharge their duties effectively.
The primary responsibilities of the Company Secretary include:
•
ensuring that Board procedures and applicable rules are observed;
•
maintaining records of the Board and ensuring effective management of the Company’s records;
•
preparing comprehensive minutes to document Board proceedings and ensure conclusions are accurately recorded;
and
•
carrying out other functions as deemed appropriate by the Board from time to time.
Corporate Governance Statement
(Cont’d.)
