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Seven reasons why you should be a MACD member:

Reason 1:
Improve shareholder and public confidence in your company when you are recognized for boardroom excellence, by being a part of the exclusive organization committed to advancing professionalism in board leadership.

Reason 2:
Improve your competency in corporate directorship and business leadership through comprehensive programs, courses and events, developed for directors by directors.

Reason 3:
Optimize your board with expert advice covering complex issues and leading practices that enable your board to be efficient and effective.

Reason 4:
Expand your business network, locally and internationally, through our ever growing director members and international affiliations.

Reason 5:
Be up-to-date on matters relating to Boards, including best practice statements, discussions or position papers and policy updates.

Reason 6:
Gain and share insights with your peer directors, other stakeholders and regulators in our exclusive member-only national and international events.

Reason 7:
Participate in national dialogues on corporate governance policy and practice and get your opinions across to the people that matter.

To apply, click here.
Your 10 Questions with Dato' Jaffar Indot (former President & CEO of MACD)
By MACD Public Relations
Monday, March 19, 2012

1. Why is it important to unite corporate directors and have an umbrella body for them? Tan, Selangor

There are numerous non-government organisations and directors education/training organisations offering various membership benefits and programmes to corporate directors in Malaysia. Some are regulatory-driven, others are more market-driven but they invariably contribute to equipping directors for their roles on the board. Directors and market players, however, need more than just educational input; they need a common platform to have a voice in the development of the Malaysian capital market, in which they are the direct stakeholders.

The Malaysian Alliance of Corporate Directors (MACD), a not-for-profit company limited by guarantee, offers that common platform (an umbrella body) to positively engage other stakeholders, including the regulators, with a common voice that resonate a positive development of the capital market.

2. What keeps you going as an active participant on boards and other organisations despite the fact that you're nearing 80? No retirement plans on the horizon? Yeoh Cheow Tim, Subang Jaya

I am not 80 yet still three more years to go! But then again, age is just a number, and "retirement" is a state of mind. Some are already mentally or psychologically "retired" while still physically working and earning a salary. Others continue to pursue their passion way after their gainful engagements.

I have served Shell Malaysia for 54 years, with 21 years on the Shell Refinery Board besides serving on the boards of several public limited companies (PLCs), foundations, NGOs and still remain active. The wealth of corporate experience and wisdom I have gained over the years should not fade away but be passed on as a legacy to up-and-coming corporate leaders who value it. MACD is in a way my desire to give back to society what I have benefited from it. As long as I am physically and mentally fit, that is my quest and passion to equip a new generation of corporate directors for global challenges.

3. What are the most important traits for a director? Madeleine, Kajang

Enterprise. Integrity. Sustainability. The creed of MACD is founded on three vital core elements of entrepreneurship, integrity and sustainability. While the executives' role is in management, the board is the company's strategic asset that focuses on corporate performance to enhance shareholders' value. The most important traits of a director, in my opinion, are an entrepreneurial outlook for corporate performance, ability to govern with integrity (where best practices in governance are structured around) and having a keen eye on sustainability of the environment in which the company operates be it the physical environment or the people it has impact on.

4. In all your years of being a member on corporate boards, what difference have you made to those organisations? Choon Beng Seow, Subang Jaya

I have indeed served on numerous boards with board structures derived from large multinational entities to family-controlled PLCs. The board dynamics along a wide spectrum of such PLCs are quite different. In my experience, pragmatism and not dogmatism, in managing such board dynamics is crucial. However, the underlying principles of board integrity, transparency, independence, objectivity and sustainability, are vital traits to drive toward high corporate performance. When a director serves on a board, his/her duty of care, loyalty and fiduciary responsibilities is to that company, irrespective of who appoints him/her.

Generally, these principles do rub against the grains of some multinationals and family-controlled PLCs, but when put in perspective, a new enlightenment sets in. That is one significant difference, among others; I have raised the professionalism in board practices.

5. What is your take on the dismal number of women on corporate boards? How can we make boards in Malaysia more equitable and should it be done? Mohd Asri, PJ

When the Prime Minister announced in June 2011 a 30% target of women serving on corporate boards over the next five years, and MACD was named as one of the entities "to make it happen", I thought it was a tall order given the current representation of only 7.6%. We need to understudy to understand why women, as a group, appear hesitant to come forward to equip themselves to serve on the board. Without doubt, many are highly qualified and experienced and are able to take on that role; yet many respond to a high calling of the family and other personal pursuits.

The market place is a very competitive arena. Any director, regardless of gender, will need to be equipped for the challenges. Women keen to serve on corporate boards will need to invest in themselves on board education, training and boardroom skills. MACD has developed a foundational course, the Professionalism in Directorship Program, to meet the requirements, and women are strongly encouraged to participate. On the other side of the equation, MACD will endeavour to present its case to PLC boards for their buying in of a ready pool of potential women directors they could evaluate and select from. I don't think there is any glass ceiling in corporate boards for women; pragmatic boards are looking for talents regardless of gender.

6. What do you hope to change about Malaysian directors and boards in your position as president of MACD? Soilendra via email

We all have an important role in nation building. The various government initiatives to raise Malaysia as a developed nation by 2020, to sustain an economic growth rate of 6% annually, demand for highly-skilled human capital. The Malaysian capital market is arguably the engine that drives the nations' economic growth and the directors are key drivers of corporate vision and strategic direction.

We are not insulated from global challenges. To survive and thrive in the borderless economy, Malaysian directors need to equip themselves to be globally competitive. MACD has and will continue to develop programmes to raise the bar for Malaysian directors towards global competitiveness. Structured directors' education and peer-to-peer learning are just the beginning to benchmark us against our global counterparts.

MACD is a member of (Institutes of Directors in East Asia), an Asian regional group comprising South Korea, China, Taiwan, Hong Kong, the Philippines, Thailand, Singapore, Indonesia and Malaysia. In November 2011, MACD was admitted as the 8th member of the GDDC (Global Director Development Circle) that comprises the leading directors' organisations around the world, representing Canada, United States, UK, Southern Africa, Australia, New Zealand, Brazil and Malaysia.

As the president/CEO of MACD, I have taken the challenge to be the catalyst to help Malaysian directors to embrace a global mindset to be significant global players in their respective specialised markets.

7. In your opinion, what is the biggest thing lacking on corporate boards in Malaysia and how can that be overcome? Lindsay Lee, Mont'Kiara

PLC boards are often challenged by apparently diverse (if not conflicting) demands for corporate performance and regulatory conformance. The two sides of the same coin performance and conformance need not be conflicting but could co-exist in harmony for greater sustainability of the corporation. Not uncommonly, corporate boards perceive regulatory conformance as the "necessary evils" to comply with, and so long as they comply with the minimum, they will be fine. The regulators, on the other hand, have vital roles to set a robust and transparent regulatory framework that assures the investors the existence of a disciplined market.

However, when boards perceived that the risks of inadvertently breaching the maze of stringent regulatory provisions are too high, they would gravitate towards the cautious which itself could stifle the creativity of the entrepreneurial spirit. More open dialogues with regulators and education are certainly needed to bridge the perception gap on performance and conformance. MACD is also inculcating and facilitating the elements of self-discipline in corporate boards to want to excel in their entrepreneurial pursuits within the regulatory framework.

8. How do you make the choice on which company boards you would like to sit on? Do they come to you or do you seek them out? Eugenie Devan, Bangsar

Successful companies are always on a lookout for board talents; at the board level, this is increasingly a rare commodity. PLCs have often made requests to MACD for potential candidates to serve on their boards. We are continually developing criteria to sieve through the best fit for both the candidate and the board based on available information in our database. If you wish to be a potential candidate, it is critically important that you provide us a comprehensive profile of yourself to match against the criteria of selection for the board.

9. How has MACD made things better for Malaysian board members and what should directors do to improve themselves? Peony Schultz, via email

It has been widely acknowledged that effective corporate governance balances itself on a three-legged stool of market-discipline, regulatory-discipline and self-discipline. While the market and regulatory disciplines are not significantly in the domain of directors, self-discipline certainly is. MACD positions itself as the resource centre for inculcating self-discipline among directors. This include, among others, equipping directors with market-driven continuing education programmes, peer-to-peer exchanges and network, information for best board practices, facilitating support groups and encouraging life-long learning to excel in the global market.

10. If you could construct a perfect board, what skills would the directors as a collective need to have? James Jinggut, Sarawak

A balanced and effective board composition is one of the most important criteria for a successful board. Board composition that comprises directors with their diverse skill-set is dependent on the business strategy of the corporation. These skills include knowledge and working experience in the specific industry, technical, financial, legal, management, marketing, human resource, investor relation, regulatory environment and international network. Above all, it is critical to have an experienced chairman who could skilfully harness the individual expertise of each director to seamlessly weave him or her into a cohesive and harmonious board that focuses on enhancing the shareholders' value.

Your 10 Questions was published in The Star on March 17, 2012. Read original article here.
Women on Boards: A Conversation with (Male) Directors
By MACD Public Relations
Tuesday, October 25, 2011

WASHINGTON, DC: Research suggests that the presence of women on boards contributes to improving corporate performance. Yet, globally over 90 percent of directorships are held by men. To better understand the opportunities for and obstacles to increasing the number of women on boards, the International Finance Corporation (IFC) invited over 15 prominent male chairpersons, CEOs, and directors of listed and unlisted companies across a range of industries and countries to share their opinions on how women add value to the corporate decision-making process. They offer practical ideas on how to encourage recruitment of women to boards through networking, training, and improving transparency of the director nomination process.

Released recently, Women on Boards: A Conversation with (Male) Directors features MACD Deputy President, Paul W Chan, who shares insights on the presence of women on boards (see page 22 of report).

Download your copy of the report here
Time Male Bosses Walked The Talk On Equality
By Leonie Lamont, The Sydney Morning Herald
Monday, October 15, 2011

SYDNEY, AUSTRALIA: If more women are to be directors, men must help them get there, writes Leonie Lamont.

Its a line for modern times: if Lehman Brothers were actually Lehman Sisters, the company would never have gone under. Yes, there's a huge assumption in that observation, but there is no doubting the critical momentum which has gathered to push greater gender diversity in corporate life across the world. A week doesn't go by without new research and initiatives emerging.

Whether it be Korea, where Samsung Electronics's billionaire chairman Lee Kun-hee wants 10 per cent of executive positions to be filled by women by 2020 (a big task, given that only 34 of its 1700 executives at senior vice-president level and above are women).

Or the ''shocking'' paucity of women on boards in Britain, as this week's Deloitte's study found, predicting it would take 20 years to meet the target of 30 per cent female board directors. Or here in Australia, where this week 15 captains of industry, including the Commonwealth Bank's Ralph Norris, Qantas head Alan Joyce and Telstra CEO David Thodey signed up to ''Male Champions of Change''.

It could well be the decade for women. Certainly the chief executive of Westpac, Gail Kelly, at the Global Banking Alliance for women summit in Sydney this week, wanted to recapture the momentum for change embodied by those ''brave bold women of the 1960s'' who pushed ''brave bold policies and laws to support women'' to push equality in senior corporate and boardrooms.

But Kelly's position - in the 3 per cent of chief executives who are female - highlights a harsh truth. Women can have talent, knowledge and drive, but without men leading the pack, there will be few bold openings. When the most senior corporate men walk the talk, corporate dynamics change.

At the Melbourne Business School at the University of Melbourne this week, managers from five diverse enterprises - Santos, Westpac, Corrs Chambers Westgarth, the NSW Police Force and ANZ - gathered. They are partnering with the school in the Gender Equality Project, researching strategies for issues including unconscious bias, resilience, targets and quotas.

The mining and energy industry, says the school's Professor of Management, Robert Wood, have often thrown up their hands when it comes to recruiting women. Enter Santos, and the ''exceptional'' focus of chief executive David Knox and chairman Peter Coates, Woods says.

With the male/female ratio in engineering running at about 77/23 per cent, Santos had decided hiring one in four women graduates wasn't good enough. In recent years Santos has hired equal numbers of male and female graduates.

What leading men think was recently explored at an international level by the International Finance Corporation (a member of the World Bank Group), in its report Women on Boards: a Conversation with Male Directors.

The Lehman Sisters line was recalled by Lars Thunell, the IFC's chief executive. ''I'm aware I'm making a sweeping generalisation here [but] … it is my experience that women tend to be more careful, more cautious, more willing to scrutinise the data when they prepare for board meetings.''

The chairman of the European Confederation of Directors Associations, Patrick Zurstrassen, of Luxembourg provided another perspective.

''I would say the simple presence of a lady around the table creates an unwritten obligation for men to behave like gentlemen. The debate gets more courteous. From my experience in the financial sector, women directors are both more conservative and more sensitive but less creative and entrepreneurial.''

Paul Chan, the deputy chairman of the Malaysian Alliance of Corporate Directors, says its directors programs can help reach the Malaysian government's quota to have 30 per cent or corporate leadership positions held by women within five years.

''It is critically important that women in the corporate and public sectors are quickly bought up to speed with comprehensive knowledge and skills in board leadership and governance … Make no mistake, the marketplace is unforgiving and will respond directly to any changes in the corporate bottom line,'' Chan says.

The IFC's Monika Weber-Fahr, who was visiting Sydney this week at the Global Banking Alliance summit, says the business case has clearly been made that diversity improves governance and firm performance.

As such, the IFC has nominated 211 directors to boards of its client companies. So far, about 19 per cent of its nominees have been women, which will be increased to 30 per cent by 2015. She made the observation that in the IFC's investments in emerging markets - $18 billion this year in more than 140 countries - diversity was not just about gender.

Given the dominance of large, family-owned companies in the developing world, diversity meant outside directors. In multi-ethnic populations, it meant a diversity of ethnic backgrounds.

And as for walking the talk, the proof will be in the eating next year for the World Bank group itself. In 2009 its leader, president Robert Zoellick, set a target to raise the number of women in management from its then 30 per cent, to 50 per cent by 2012.

Read original article here
PM: 30% of Corporate Decision-Makers Must Be Women
By Mazwin Nik Anis, The Star Online
Monday June 27, 2011

KUALA LUMPUR: The Cabinet has approved a policy that women must comprise at least 30% of those in decision-making positions in the corporate sector.

Companies have been given five years to meet the requirement, Prime Minister Datuk Seri Najib Tun Razak announced here Monday.

He added that the policy was a continuation of a similar one set for the public sector in 2004.

"I believe this landmark and important decision made by the Cabinet last week will be a catalyst to an affirmative action towards gender equality in the corporate sector.

"This decision reflects that the government today is not only supportive towards women's roles and success, but is also encouraging them to further move ahead in their career. It is a landmark decision that will change the role of women in the private sector," he told a press conference at the Parliament lobby.

The Prime Minister added that the five-year timeline was seen as reasonable and expressed hope that the private sector would see this as a pro-active measure to further strengthen the companies' structure and future performance.

He added said the policy for at least 30% women to be in decision-making position in the civil service had been successful, pointing out that ratio had grown steadily to 32.3% last year from 18.8% in 2004.

"Today, we do not only have women who hold the post of secretary-general of ministries but also heads of various government departments and agencies. This is surely a significant and notable achievement for women," he said.

According to Bank Negara records, only 45 women or 6% were appointed as board members of financial institutions as of April this year.

Najib said to ensure the policy would be executed effectively, the Finance Ministry, with the co-operation of Khazanah Nasional Berhad, Malaysian Alliance of Corporate Directors and Malaysian Directors Academy would formulate training programmes to prepare those with potential for the board of directors' job.

Read original article here
Higher Female Participation in New Corporate Governance Blueprint
By The Edge Financial Daily
Wednesday May 4, 2011

KUALA LUMPUR: The Securities Commission (SC) will press for greater diversity, including the gender composition of board of directors in public listed companies (PLC) when it launches the new corporate governance blueprint for Malaysia, its chairman Tan Sri Zarinah Anwar said yesterday.

She said women are under-represented on the board of directors of Malaysian PLCs, with only 7.5% of the total number of directors even though they constitute almost 50% of the workforce.

She said while the selection of board members should be made based on merit, due consideration should be given to the benefits of diversity.

"There is an urgent need to give serious attention to improving the participation of women on boards of Malaysian PLCs. Today women make up only 7.5% of the total number of directors on boards, while studies have proven that the presence of women on boards contributes to significant improvements in performance," she said in her keynote address at the Conference of Corporate Directors yesterday, organised by the Malaysian Alliance of Corporate Directors (MACD).

She quoted recent studies such as the Eversheds Board Report 2010 and the McKinsey & Company set of reports on female participation, which found that better performing companies tended to have a higher percentage of female directors.

She later said the new blueprint on corporate governance, expected to be revealed in 1H of this year, will include provisions for greater diversity in the composition of board of directors, including gender diversity.

During the opening ceremony for the conference, Zarinah, Datuk Jaffar Indot, president of MACD, and Paul W Chan, deputy president of MACD, launched the Directors Registry which will contain pertinent information on the skills and knowledge base of PLC directors in Malaysia.

The registry is envisaged to have many uses, including to facilitate initiatives to enhance directors' governance knowledge and boardroom skills in crucial areas of their duties and responsibilities.

"The registry is absolutely a new design, which we have seen applied elsewhere such as in Thailand and Hong Kong. It's going to be quite a comprehensive registry," Jaffar said.

He added that MACD is still studying the best way to implement the registry and it may impose a small fee on members of the registry for maintenance purposes.

Zarinah said the registry is important as to provide MACD and other relevant parties, such as the SC, information on the availability of candidates for directorial posts in the country.

The registry could also be utilised to increase the number of female representation on the board of directors of PLCs.

"There might be women who don't know that their services are required to be on the board of directors of PLCs. Equally, there might be companies that want to add more diversities in the composition of their board of directors, but may not be aware of the availability of women candidates who could serve on the board," she said, acknowledging the factors which contributed to the low number of women on the board of directors.

On the issue of corporate governance in Malaysia, where independent non-executive directors are allowed to serve up to five listed companies (from 10 previously), professor Mervyn King, chairman of MACD Advisory Board, from South Africa, said what is important is not the numbers, but knowledge and honour.

"The true test has got nothing to do with the number of boards. The true test is whether the person has the ability and capacity to honestly carry out duties as a non-executive director. If one is asked to serve on a board where the person knows there will be conflict, and he or she had to declare the conflict and has to be excluded from every board meeting, he or she might as well not become the non-executive director of the company," said King.

Governance, Strategy and Sustainability are Inseparable for Successful Implementation of the Economic Transformation Programme

By Lee Min Keong
Monday April 25, 2011

Report on Luncheon Talk by Professor Mervyn King

KUALA LUMPUR: The successful implementation of Malaysia’s Economic Transformation Programme (ETP) is dependent on the government and business acknowledging that issues of governance, strategy and sustainability are inseparable as the country seeks to attain its goal of being a high-income nation come 2020, said Prof Mervyn E. King, chairman of the Global Reporting Initiative and deputy chairman of the International Integrated Reporting Committee (IIRC).

He emphasised that adopting the old ways of doing business in rolling out the ETP projects just will not cut it. “The government’s ETP targets will only be achieved with an appreciation that governance and building sustainability issues relevant to business into the long term strategic direction of companies are, in fact, inseparable,” said Prof King during a luncheon talk organised by the Malaysian Alliance of Corporate Directors (MACD) in Kuala Lumpur on 11 November 2010.

Prof King, who also serves as chairman of MACD’s board of advisors, said it was a fallacy to think that the ETP initiatives would succeed if the various parties involved conducted “business as usual”. “For 150 years, companies had conducted their business on an economic model based on two false assumptions—Firstly, the planet has limitless resources and secondly, that nature has an infinite capacity to absorb waste.”

He pointed out that freshwater was planet Earth’s scarcest natural asset and that the largest landfill in the world was not on land but in the middle of the Pacific Ocean, a floating rubbish dump the size of Texas.

“You have to learn to conduct business ‘as unusual’ and make more with less for the simple reason that the world’s population is increasing and natural assets of planet Earth are less, and decreasing by the day. We are in the global financial crisis but one thing is clear, like the Great Depression of the 1930s, capital markets will be restored. But once natural assets are spent, they cannot be restored.”

Prof King explained that the world was conducting business and regulating companies in the context of three crises—the global financial crisis, the climate change crisis and, most important of all, the degradation of our ecosystems and loss of biodiversity.

“A third of our biodiversity is already gone, and we all know the critical inter-dependency of all the creatures of planet Earth. Two thirds of our ecosystem, tropical forests, farmlands, freshwater, marine resources, have been used beyond nature’s capacity to regenerate.”

“That statement alone is terrifying. So if you think you can carry on business as usual and achieve this ETP plan, you are mistaken,” added Prof King. You need to carry on business as unusual.

Paying a Heavy Price

The senior counsel and former judge of the South African Supreme Court cited various examples of companies which failed to take into account sustainability issues critical to their operations, and in the process paid a heavy price for it.

In the case of the Coca-Cola Co, the US beverage giant set up a bottling plant about 12 years ago in Kerala, India. “Water in Kerala is sourced from an aquifer, but within a year of Coca-Cola’s operations, the aquifer ran dry. The state of Kerala then sued Coca-Cola,” said Prof King, adding that to Coca-Cola’s credit, the multinational subsequently embarked on a long-term strategic plan to replenish, reuse and recycle water.

“This shows to investors like Warren Buffett and the trustees of your pension funds that the board back in Atlanta, Georgia, made an informed assessment of the sustainability of Coca-Cola’s business. The board applied its collective mind to come up with a long-term strategic plan to reuse water, and not waste a drop of water, the scarcest natural asset of the planet and critical to the production of Coca-Cola,” he said.

“It is quite obvious that when the trustees of your pensions funds come to invest, the only way they can discharge their duties to you is to make an informed assessment of the sustainability of the business and whether to buy the equity of company A or company B.”

Prof King said a company that is deemed to be having environmentally sustainable operations will be able to raise funds or make borrowings more easily and at a lower cost compared to a company which does not.

He also pointed out that from an environmental perspective, people, the planet and profit can no longer be separated. “The great companies of the world like Walmart have started supply chain codes of conduct because investors want to have traceability of products,” he said.

In contrast, he said investors do not want to invest in companies like Nike where it was discovered that their shoes were being made by child labour in Third World countries, and consequently the company’s market capitalisation plunged overnight. “Labour issues are being scrutinised in companies. Human rights issues as well. If you ignore that you can actually destroy your company and your company’s reputation,” said Prof King.

Changing Mindsets

Prof King also highlighted the need for a change of mindset with regards to corporate reporting, in particular, the shift towards integrated reporting which demonstrates the linkages between a company’s strategy, governance and financial performance and the social, environmental and economic context within which it operates. By reinforcing these connections, integrated reporting enables business to make more sustainable decisions and enable investors and other stakeholders to understand how an organisation is really performing.

“At the World Congress of Accountants Conference held last November in Kuala Lumpur, with over 6,000 accountants from all over the world participating, there was consensus that governance, strategy and sustainability are becoming inseparable and that integrated reporting is critical as it is one of the steps to making life on Earth sustainable because of the millions of companies around the world.”

“We have to report on how the company is positively or negatively impacting the community economically, socially and environmentally through its operations in its year of review. You should also be able to tell your stakeholders how you are going to enhance those positive aspects or eradicate those negative aspects in the year ahead,” said Prof King.

The International Federation of Accountants (IFAC), which co-hosted the WCOA with the Malaysian Institute of Accountants, has accepted that financial reporting alone itself is not enough in the new economy, said Prof King. He also said that a number of countries including Norway, Sweden, Denmark and Indonesia have also legislated to provide for the use of integrated reporting.

The US Securities and Exchange Commission (SEC), the regulator of listed companies in US, recently issued guidelines on environmental issues relevant to businesses listed on American exchanges, he said. Back in his native South Africa, the Johannesburg Stock Exchange became the first exchange in the world to require listed companies to submit integrated reports, beginning March 2010.

“If you are doing something wrong and you report it to your stakeholders, your ultimate compliance officers will no longer support your company. It is as simple as that,” Prof King added.

Corporate Impact on Society

Companies also need to be aware that their corporate successes or failures can have major impacts on society. “When Enron collapsed, it impacted the lives of millions of people. The company is a link for millions of stakeholders. Take any of your great companies in Malaysia—millions of people are also linked to it. The impact on society and the environment of these big companies are huge,” said Prof King.

As such, he said boards have to take into account the interests of the millions of stakeholders of these big companies. “Have they created confidence and trust among the stakeholders? And you have got to maintain that trust, that’s your duty as a director. The question is how do you do that in the new economy? Can you carry on business as usual? The answer is clearly no!”

Prof King also said stakeholders are now more and more aware of whether companies are operating as a good corporate citizen of Malaysia or not. “You as directors have to have foresight. You deal with uncertainty and it is your duty to take risks. None of us are perfect. You can see many corporate scars on my body from the business judgment errors that I have made. In this new economy, we have to take the first step of a long journey. You’ll face obstacles and difficulties but you have to overcome them,” he advised the many directors present at the full-capacity talk.

Prof. Mervyn King also serves as Chairman of the Board of Advisors of MACD
Continue to Recognise Importance of Good Corporate Governance”
By Azlan Abu Bakar, Business Times
Tuesday, April 19, 2011

KUALA LUMPUR: Minority Shareholder Watchdog Group (MSWG) said public-listed companies need to continuously recognise the importance of good corporate governance, especially in the appointment of independent directors. Its chief executive officer Rita Benoy Bushon said although the issue has been raised in the past, there are still a lot of companies which have yet to improve on the transparency level in appointing directors to its board. "It is still a concern to us. A lot of companies still elect independent directors who can be either family members or friends to the board and not from a qualified independent directors' pool. She told Business Times last week that companies need to continue to recognise the importance of good corporate governance and be committed to ensure that high standard of corporate governance is practised among public listed companies.

However, they are not accountable and responsible for the day to day running of the business, which is the role of the executive directors.

"As an organisation promoting good corporate governance practices among listed companies in Malaysia, MSWG believes that such practices will promote integrity and transparency in the capital market and the long-term sustainability of these companies.

MSWG is the "golden partner" of the International Corporate Governance Network's (ICGN) summit which will be held in Kuala Lumpur tomorrow. The event, organised by the Employees Provident Fund (EPF) will gather institutional investors representing over US$12 trillion (RM36.48 trillion) in assets under management.

The ICGN summit will discuss, among others, the next steps in Asian corporate governance.

"Corporate governance best practices are becoming increasingly significant these days. It should integrated into investment decision-making processes and not to be treated separately," Bushon said.

More than 35 speakers will tackle a range of subjects including Asian growth and governance; Asian IPOs and how they benchmark against international standards of corporate governance; and the state of corporate governance in China, India, Asean countries.

Among the speakers are MSWG chairman Tan Sri Abdul Halim Ali, EPF chief executive officer Tan Sri Azlan Zainol and Securities Commission chairman Tan Sri Zarinah Anwar.
Inquiry Calls for More Women in Boardroom
By Zoe Wood & Tom Bawden,
Thursday February 24, 2011

Government review by Lord Davies calls for 25% female board representation by 2015 – but stops short of mandatory quotas

LONDON: A government inquiry into male dominance of UK boardrooms has ruled out setting mandatory quotas to force companies to hire female executives but said FTSE 100 companies should aim for a minimum of 25% female board representation by 2015.

Lord Davies of Abersoch, who led the official review for the government, said "radical change" was needed "to ensure that more talented and gifted women can get into the top jobs in companies across the UK".

FTSE 350 companies should be setting their own, "challenging targets" and he expects that many will achieve "a much higher figure" than the minimum 25%.
Launching the report on Thursday, Davies called on chairmen to announce their goals in the next six months and for chief executives to review the percentage of women they aim to have on their executive committees in 2013 and 2015.

Davies said: "Over the past 25 years the number of women in full-time employment has increased by more than a third and there have been many steps towards gender equality in the workplace, with flexible working and the Equal Pay Act, however, there is still a long way to go.

"Currently 18 FTSE 100 companies have no female directors at all and nearly half of all FTSE 250 companies do not have a woman in the boardroom. Radical change is needed in the mindset of the business community if we are to implement the scale of change that is needed.

Read more here.
Investors group warns top firms to curb unlimited boardroom bonuses
By Jill Treanor,
Sunday February 6, 2011

ABI warns top FTSE firms it will not put up with potential breaches of its guidelines on executive pay packages

LONDON: Leading investors have put the UK's 350 biggest companies on notice that they will not tolerate new pay deals that provide potentially unlimited bonuses to senior executives.

Institutional shareholders have become increasingly aware that bonus deals offering potentially blank cheques are being devised for boardroom bosses. These new-style deals differ from more traditional long-term bonus arrangements which would usually limit the ultimate size of a bonus to a pre-determined level of a director's salary.

The new arrangements being proposed for directors set a performance hurdle for directors – say a 10% rise in the share price – but do not set any limit on the bonus that can be achieved once the conditions are met. They mimic the private equity style deals that were put in place at Cable & Wireless for directors who had been charged with turning the troubled communications company around.

A letter seen by the Guardian has been sent to the chairmen of the remuneration committees of firms in the FTSE-350 share index by the Association of British Insurers to warn them about using such "uncapped incentive plans". The letter makes clear that the ABI's institutional voting information service (IVIS) arm would issue a "red-top" alert on such pay deals where proof cannot be provided that exceptional circumstances apply. Red tops are used to warn investors of serious concerns over corporate governance.

Read more here.
Zarinah: Bigger companies' CR reporting quality has improved
By Danny Yap, The Star Online
Thursday January 13, 2011

KUALA LUMPUR: The standard and quality of corporate responsibility (CR) reporting by the larger listed companies have improved, according to Securities Commission chairman Tan Sri Zarinah Anwar.

Zarinah, who is also chief judge of the StarBiz-ICR Malaysia Corporate Responsibility Awards 2010, said CR reporting had come a long way since the CR awards was introduced in 2008 for listed companies on Bursa Malaysia.

“We now have more listed companies that not only outline their CR activities in their annual reports, but also provide detailed and comprehensive information about their CR activities in a supplementary CR report together with their annual reports to stakeholders,” she said in an interview with StarBiz yesterday.

Zarinah said the judges were in the midst of selecting the eight winners of the awards in four categories, which will be announced on March 29.

She said the Malaysian public-listed companies invited to be considered for the awards were assessed based on four dimensions of Bursa Malaysia CSR framework-marketplace, workplace, environment and community.

Moreover, Zarinah said, the companies were divided into two categories: above RM1bil and below RM1bil market capitalisation.

“In total there will be eight winners, two in each of the four dimensions,” she said, adding that winners of each of the four dimensions were assessed based on certain criteria set.

For instance, Zarinah said, for the environment dimension, “we will look at a company’s current environmental footprint such as measurement and reporting on carbon and greenhouse gas emissions as well as use of energy, water, and treatment of waste, its goals for improvement (targets, reductions, programmes) and environmental standards and impact studies, among others.”

For the workplace dimension, she said, judges looked at a company’s code of conduct such as equal opportunities, health and safety, trade union rights, health and safety (management system, improvements, training), human capital development (training and appraisals), work-life balance (benefits and provisions) as well as working conditions (induction, handbook, grievance procedures, staff communication), as well as diversity and equal opportunity (gender, special needs employees, and minority groups).

Bursa Malaysia chief executive officer Datuk Yusli Mohamed Yusoff, who is also one of the judges of the CR awards, said currently, leading practitioners in Europe were moving away from Corporate Social Reporting Responsibility (CSR) to CR because CR included the wider issues of governance, ethics and environment.

“Dropping the word ‘social’ is a conscious act to avoid placing too much emphasis on the social aspects of business, such as being philanthropic and community-driven activities,” he said.

Yusli said CR now covered governance, ethics and also a way to ensure sustainability of business in the interest of stakeholders.

Another CR judge, Datuk Kok Wee Kiat, said Malaysia’s CR would not have gone so far without public figures that supported the CR cause and the CR awards.

The awards was jointly organised by The Star and the Institute of Corporate Responsibility (ICR) Malaysia, together with its working partners PricewaterhouseCoopers and the Securities Industry Development Corp.
Forbes Asia Magazine 2010 Businessman of the Year—Dato' Seri Tony Fernandes
By Brian Merten,
Monday December 6, 2010

KUALA LUMPUR: We are pleased to quote from the latest issue of Forbes Asia Magazine that "by 2001 low-cost carriers had a decent foothold in North America and, operating from Ireland and the UK, in much of Europe. But as late as 2005 much of Asia still reserved flying mainly for the affluent, using established and often state-owned airlines. But an agent of change was at work to change the terms of the trade. AirAsia, headquartered in Malaysia, was opening up service to multitudes and bringing the world's fastest-growing region together on a scale that hadn't been possible. In the latest full year 14.3 million passengers boarded AirAsia. Yet it has not been a smooth flight. Various routines had to be upset in business and political cultures that do not take easily to change. On top of that, the airline industry is notoriously cyclical. In economically fraught 2008 AirAsia suffered a net loss of $144 million. But its pilot persevered, further confounding doubters by enjoying himself all the while. As prosperity again spreads widely in the region, the path for our 2010 Businessman of the Year looks further upward."
MACD is proud to extend its felicitations to Dato' Seri Fernandes and wish him further success in future. For the full story by Brian Mertens, click here.
Mervyn E. King and Toni Muzi Falconi talk about governance, management and sustainability from a PR point of view at the World Public Relations Forum 2010 in Stockholm, Sweden
StarBiz-ICR Malaysia Corporate Responsibility Awards:
Tan Sri Zarinah Anwar on greater emphasis for good corporate governance in view of the current global economic downturn.
Corporate Governance Success Stories from Middle East & North Africa
This video tells the corporate governance story of two companies — NCA Rouiba in Algeria and Nuqul Group in Jordan. It highlights why and how these companies implemented corporate governance practices and the concrete benefits from these changes. This film was produced by the Center for International Private Enterprise and the Global Corporate Governance Forum with financial support from the National Endowment for Democracy.
Integrated Reporting Explained
Professor Mervyn King explains Integrated Reporting at the launch of South Africa's new Framework for Integrated Reporting and the Integrated Report Discussion Paper on 25 January 2011. 
Rebuilding Corporate Governance in India
Professor Jitendra Singh of The Wharton School speaks to R Bandyopadhyay, Secretary, Ministry of Corporate Affairs, India on rebuilding corporate governance in India.

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