Directors’ Code of Ethics

Board members are required to observe the Directors’ Code of Conduct as follows:

Twelve (12) Principles

1. To observe high standards of Corporate Governance

Have a clear understanding of the aims and purpose, capabilities and capacity of the Company to observe and maintain the high standards of Corporate Governance, ethical and business conduct in the performance and exercise of their responsibilities as Directors of the Company.

2. To devote sufficient time and effort

Devote sufficient and reasonable time, effort, energy and attention to the Company to ensure diligent performance of his/her duties, including preparing for meetings and discussions thereby reviewing in advance materials distributed by the Company, if any and making reasonable inquiries; and

Should notify the Board before accepting any new Directorships in any public listed companies and the time spent on the new appointments.

3. To avoid conflict of interest

Directors have a duty to act honestly and declare any personal interests whether directly or indirectly relating to public duties and take steps to resolve any conflicts arising in a way that protects the interests of the Company;

Should dedicate their best efforts to advancing the Company’s interest and to make decisions in the best interest of the Company and independent of outside influence including but not limited to financial interests, other business interests, other employment, entertainment and gifts; and

When acting on of behalf of the Company, the Director should never accept any benefit as an inducement or reward for taking any action (or specifically not taking any action) in their official capacity as a Director and gifts other than of token value should generally be refused.

4. To avoid misuse of position and information

Never uses his/her position as Directors and improper use of any information acquired by virtue of his/her position as Director, directly or indirectly, an advantage for himself/herself or for any other person; and

Directors are prohibited from dealing in securities of the Company when he/she is in the possession of unpublished price sensitive information.

5. To ensure integrity of records

Should not place themselves under any financial or other obligation to any person that might reasonable be thought to influence them in the performance of their duties;

Should disclose immediately all contractual interests whether directly or indirectly with the Company; and

Should be willing to exercise independent judgment and, if necessary, openly oppose if the vital interest of the Company is at stake.

6. To ensure confidentiality of communication and transactions

Shall maintain confidentiality of information entrusted to them by the Company. The Company’s confidential and proprietary information shall not be inappropriately disclosed or used for personal gain or advantage.

7. To ensure compliance with applicable laws

Should have access at all times to the advice and services of the Management, Company Secretaries, Internal Auditors and External Auditors and the Board may seek any independent professional advice at the expense of the Company if required in furtherance of their duties to ensure all applicable laws, rules and regulations, confidentiality obligations, corporate policies and procedures are complied with.

8. To demonstrate openness and timeliness of communication

Subject to the restrains of all applicable laws, Directors will ensure openness and timeliness of the release of announcements and to give reasons about decision and actions.

9. To exercise duties and act honestly in the best interest of the Company

Should at all times exercise their powers of the purposes they were conferred, for the benefit, prosperity and sustainability of the Company in any transactions and to act honestly and responsibly in the exercise of his powers in discharging his duties in the best interests of the Company and the Group.

10. To uphold accountability

Uphold accountability at all times. This includes ensuring that the Company’s resources are properly safeguarded and the Company conducts its operations as economically, efficiently and effectively as possible at all time.

11. To maintain positive relationship with shareholders, employees, creditors and customers

Should be conscious of the interest of shareholders, employees, creditors and customers of the Company;

Should at all times promote professionalism and improve the competency of management and employees; and

Should ensure adequate safety measures and provide proper protection to workers and employees at the workplace.

12. Corporate Social Responsibility

Directors should be committed to acting responsibly for the Company’s actions and strive to operate in a way that encourage a positive impact through its activities on the environment, consumers, employees, communities, stakeholders and public as a whole.

Board Charter

  1. Introduction

The Board of Directors (“Board”) of LBS Bina Group Berhad (“LBGB” or “Company”) and its subsidiaries (collectively “LBGB Group” or “Group”) recognises that good corporate governance is essential for delivering sustainability, enhancing business integrity and shareholders value towards achieving the Group’s corporate vision and mission. This Board Charter is subject to the provisions of the Companies Act 2016 (“Companies Act”), the Constitution of LBGB, the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), the Malaysian Code on Corporate Governance (“MCCG”) and any other applicable law or regulatory requirements.

2. Objective

To promote the highest standards of Corporate Governance within the Group and to clarify, among others, the roles and responsibilities as well as fiduciary duties; various legislations and regulations affecting their conducts and application of sound corporate governance principles towards corporate accountability with the ultimate objective of maximisation of shareholders’ value and safeguarding stakeholders’ interests.

3. Board Size and Composition

3.1 Size and Mix of Skills

Pursuant to the Constitution of the Company, the Board shall not be less than three (3) directors and not more than fifteen (15). The Board has power under the Constitution to appoint directors to fill casual vacancy or as additional directors. At any one time, at least two (2) or the majority of the Board members, whichever is higher, shall be Independent Non-Executive Directors. Directors may relinquish their membership on the Board with prior written notice to the Company Secretary, subject to compliance with the provisions of the Companies Act, MMLR and the Company’s Constitution. The Board shall consist of qualified individuals with diverse set of skills, experience, background, perspective, gender, age and knowledge necessary to govern the Company. The composition and size of the Board is such that it facilitates the decision making of the Board. The Board through the Nomination and Remuneration Committee (“NRC”) shall review the size and composition of the Board and Board Committees, which include the skill sets, experience and functional knowledge of its members on a periodic basis, to ensure an appropriate balance of skills, experience and diversity.

3.2 Independence

An Independent Director shall, upon his appointment, give to Bursa Securities a letter of confirmation that he is an Independent Director as defined under Paragraph 1.01 of the MMLR. An Independent Director shall also provide to the Company an annual declaration of his independence in the form as the NRC may from time to time prescribe or approve.

3.3 Board Diversity 

Board room diversity is good corporate governance. The Board shall at all times promotes and welcomes diversity and gender mix in its composition for ensuring that corporate board includes a diverse set of skills, backgrounds and knowledge which can widen the Board’s perspective in effectively discharging its duties and responsibilities as well as assists the Board in its decision-making process.

 

4. Roles and Responsibilities

4.1 Responsibilities of the Board

The Board takes full responsibility in leading, governing, guiding and monitoring the entire performance and enforces standards of accountability including the processes for financial reporting, risk management and compliance. The Board assumes, amongst others, the following roles and responsibilities:-

      • To formulate and evaluate the strategic plans and direction of the Group to support long-term value creation, including strategies on economic, environmental and social considerations underpinning sustainability.
      • To ensure the necessary resources are in place for the company to meet its objectives and strategic plans and lead, monitor management performance in implementing the strategic plans;
      • To oversee the conduct of the Group’s businesses and financial and nonfinancial performance;
      • To identify principal risks affecting the Group, setting the risk appetites and to ensure the implementation of appropriate internal controls and mitigation measures;
      • To promote good corporate governance culture together with senior management within the Group which reinforce ethical, accountable and profession behaviour;
      • To review challenge and decide on management’s proposals for the Group, and monitor its implementation by management;
      • To establish and review training programme and succession planning to the Board and all candidates appointed to senior management positions are of sufficient calibre;
      • To approve the change of corporate organisation structure plan including new investments or divestments both locally or abroad;
      • To oversee the development and implementation of stakeholders communication policy for the Group; and
      • To review the adequacy and the integrity of the Group’s management information and internal control system.

4.2 Matters Reserved for the Board

The following are the major matters specifically reserved for the Board:

(i) corporate strategies, plans, targets and programmes proposed by management prior to their implementation and execution;
(ii) material investments and divestments, mergers and acquisitions, corporate restructuring, both local and abroad;
(iii) appointment of new Directors, Board Committee members, Managing Director, Chief Executive Officer, Company Secretary and other senior management positions base on recommendation of the Nomination and Remuneration Committee;
(iv) annual financial statements and the quarterly financial results prior to releasing to Bursa Securities Malaysia Berhad (“Bursa Securities”);
(v) material related party transactions and capital financing;
(vi) declaration of dividend and approving dividend policy;
(vii) appointment of external auditors; and
(viii) banking facilities.

The Company has in place List of Authority Limit to guide the Board and Management on applicable threshold for relevant approving authorities.

4.3 Roles of the Chairman

The positions of Chairman and Group Managing Director (“GMD”)/ Chief Executive Officer (“CEO”) shall be held by different individuals. The roles of the Chairman and GMD/ CEO are distinct and separate to ensure balance of power and authority.

The Chairman of the Board is mainly responsible to provide leadership for the Board to perform effectively, lead the board to practice high standard of corporate governance, set the corporate cultural tone from the top, chairing Board meetings and setting Board agendas, and promoting effective Board relationships. He is also responsible for determination of strategic direction of the Group for the Board’s consideration and approval.

The Chairman acts as the Group’s primary official spokesperson and he also serves as Chair of all shareholders’ meeting of the Company

4.4 Roles of the GMD/CEO

The GMD/CEO assumes the overall responsibility for the implementation of the Group’s strategy and in carrying out the Board’s directions, managing the businesses of the Group and driving performance within strategic goals and commercial objectives. The GMD/CEO leads the management team in carrying out the corporate strategy and vision of the Group, and acts as a liaison between the Management and the Board and ensuring that key developments and/or issues are communicated to the Board accordingly.

The specific responsibilities of the Group GMD/CEO include:-

(i) Developing strategic direction, including short term and long term business plan;
(ii) Ensuring strategies and corporate policies are effectively implemented;
(iii) Ensuring Board decisions are implemented and all decisions reflect its
environment, social, governance intentions as articulated in the sustainability policy/statement;
(iv) Providing leadership by effectively communicate the vision, management culture, business strategy and sustainability to the employees;
(v) Keeping the Board fully informed of all important aspects of the Group’s operations and ensuring sufficient information is distributed to Board members; and
(vi) Ensuring the day-to-day business affairs of the Group are effectively managed.

4.5 Roles of the Senior Independent Non-Executive Director

The Board has appointed a Senior Independent Non-Executive Director (“SINED”) who acts as a designated contact to whom shareholders’ concerns or queries may be raised, as an alternative to the formal channel of communication with shareholders.

SINED shall serve as the principal conduit between the Independent Non-Executive Directors (“INEDs”) and the Chairman on sensitive issues.

4.6 Individual Directors

Directors are expected to comply with their legal, statutory and equitable duties and obligations when discharging their fiduciary duties as Directors. These duties include:

(i) acting in good faith and in the best interest of the Group;
(ii) exercise reasonable care, perform to the best of their abilities, and utilise any relevant skills, knowledge, or experience that may have;
(iii) avoid conflict of interest between personal and the Group;
(iv) Disclose interest in any transaction, arrangement, contract or proposed contract made by the Group;
(v) exercise power for a proper purpose;(vi) compliance with the Companies Act 2016, Main Market Listing Requirements (“MMLR”) of Bursa Securities, Securities Commission Act 1993 and other applicable regulatory requirements;
(vii) ensuring Board information, discussions, deliberations and decisions that are not publicly known are not used for personal interest, or their employers’ interest; and
(viii) possess reasonable level of general knowledge, skill and experience expected of a director.

5. Board Committees 

5.1 Roles of the Board Committees 

The Board has the right to establish Board Committees with different functions delegated to assist the Board in the discharge of its duties and responsibilities. Where a Board Committee is formed, specific terms of reference of the committee shall be established in writing to cover matters such as the objective, composition, functions, roles and responsibilities of the committee. The Chairman of the Board shall not be a member of the Audit Committee (“AC”), and NRC.

The Board has formed the following Board Committees with different functions delegated to assist the Board in carrying out its duties and responsibilities:-

(i) AC;
(ii) NRC;
(iii) Risk Management Committee (“RMC”); and
(iv) Sustainability Committee (“SC”)

The Board Committees report to the Board of their deliberations, findings and recommendations. Minutes of the Board Committees are presented at the Board meetings for further discussion and direction. While these committees have the authority to deliberate on matters delegated to them, all decisions and/or recommendations made by these Committees will be brought to the attention of the Board, who is collectively responsible for the Group’s success, business, strategy, risk management, operational and financial performance.

The terms of reference of the Board Committees shall be approved by the Board. It will be reviewed and updated as and when required and recommend the revised
terms of reference to the Board for approval.

As a matter of principle, the Board Committees have access to the appropriate external and professional advice needed to assist them in fulfilling their roles.

(i) AC

The key responsibilities of AC are to ensure high corporate governance practices whilst providing oversight on the Group’s financial reporting, disclosure, regulatory compliance, risk management and monitoring of internal control processes within the Group. The AC meets regularly amongst others to review the quarterly results, full year financial statements, audit reports which include observations pertaining to risk management and internal controls, as well as related party transactions.

(ii) RMC

The primarily responsibility of RMC is to ensure that the integrated risk management functions within the Group are effectively discharged. The RMC assists the Board in, amongst others, identifying, evaluating, monitoring and reporting of risk areas and providing control measures, recommendations and management action plans to mitigate such risks through periodic meetings and updates to the AC in a timely basis.

(iii) NRC

The members of NRC comprise entirely Non-Executive Directors with the majority being independent.

The NRC reviews the procedures for appointment of Directors and senior management personnel of the Group and their remuneration package. It also undertakes individual assessment of the members of the Board for reappointment and new appointment. The determination of the remuneration of the INED is a matter for the Board as a whole.

NRC is also tasked with the annual review of the required mix of skills, knowledge and experience and other qualification of the Board members; examine size of the Board with the optimum number of Directors on the Board to ensure its effectiveness.

(iv) SC

The primarily responsibility of the SC is to oversight the sustainability strategy and initiatives covering economic, environmental, social and governance (ESSG) aspect as well as embedding sustainability practices into the businesses of LBGB Group.

6. Board Functions 

6.1 Ethics and Compliance 

6.1.1 Code of Ethics for the Board

The Code of Ethics for the Board provides guidance for proper standards of
conduct, sound and prudent business practices as well as standard of ethical
behaviour for Directors, based on principles of integrity, responsibility, sincerity and corporate social responsibility.

The Board observes the following Code of Ethics:-

(i) Directors’ Code of Ethics established by the Company;
(ii) Companies Act, 2016; and
(iii) The Code of Ethics for Company Directors issued by the Companies Commission of Malaysia.

6.1.2 Duty of Care and Diligence

All directors shall at all times exercise his/her powers for a proper purpose and in good faith in the best interest of the Company. He/she shall exercise reasonable care, skill and diligence with the knowledge, skill and experience which may reasonably be expected of a Director having the same responsibilities; and any additional knowledge, skill and experience which he/she in fact has.

A director who is appointed by virtue of his position as a representative of a shareholder, must act in the best interest of the corporation in which he sits as a board member. In the event of any conflict between his/her duty to act in the best interest of the corporation and his duty to his nominator, he must not subordinate his/her duty to act in the best interest of the corporation to his/her nominator.

6.1.3 Business Judgement

A director who makes a business judgement is deemed to meet the requirements of the duty as aforesaid and the equivalent duties under the common law and in equity if he/she:-

(i) Makes the business judgement in good faith for a proper purpose;
(ii) Does not have a material personal interest in the subject matter of the business judgement;
(iii) Is informed about the subject matter of the business judgement to the extent the Director reasonably believes to be appropriate under the circumstances; and
(iv) Reasonably believes that the business judgement is in the best interest of the Company.

6.1.3 Reliance of Information Provided by Others

A Director in exercising his/her duties may merely rely on information, professional or expert advice, opinions, reports or statements including financial statements and other financial data, prepared, presented or made by:-

(i) Any officer of the Group whom the Director believes on reasonable grounds to be reliable and competent in relation to the matters concerned;
(ii) Any other person retained by the Group as to matters involving skills or expertise in relation to matters that the Director believes on reasonable ground to be within the person’s professional or expert competence;
(iii) Another director in relation to matters within the Director’s authority; or
(iv) Any committee to the Board of which the Director did not serve in relation to matters within the committee’s authority.

A Director’s reliance on information provided by others is deemed to be made on reasonable grounds if it was made in good faith; and after making an independent assessment of the information or advice, opinions, reports or statements, including financial statement or other financial data, having regard to the director’s knowledge of the Group and the complexity of the structure and operation of the Group.

6.1.5 Declaration of interests

The Directors shall also make declaration of shareholding, including related party transactions and/ or conflict of interest situations, if any, for the Company’s records purpose.

6.2 Risk Management

The Group adopts the Enterprise Risk Management (ERM) framework to manage its risks. The ERM framework requires the Group to identify, evaluate, monitor, mitigate and report all material risks associated to its business and operations. The framework provides the Board and Management with a tool to anticipate and manage both the existing and potential risks, taking into consideration the changing risk profiles and dictated by changes in business strategies, operating and regulatory environment, and functional activities from time to time.

6.3 Policy and Procedures

The Group should establish and clearly document internal policies and procedures of its major business units to serve as day-to-day operational guides to ensure compliance with internal controls and applicable laws and regulations.

The policies and procedures shall be reviewed from time to time or as and when necessary, to ensure continuous improvements in operational efficiency taking into consideration the changing industry profile on regulatory requirements, risks and internal control measures for mitigation, and new products and services.

6.4 Sustainability

The Board recognises the importance of sustainability that improves the continuous improvement process for an organisation in the modern economy which includes the sound management of people and environment, and business sustainability eventually.

The Board shall take into consideration the interests of the community, employees, environment, shareholders and other stakeholders when making business decision and managing resources in developing its sustainability strategies through internal policies which aim at securing sustainable elements to guide policies towards sustainability development. The Board should also introduce formal strategies on promoting the sustainability of the Company, with particular focus on the environmental, social and governance aspects of the business.

6.5 Stakeholder Communication

In ensuring the high standards of transparency and accountability in its communication to stakeholders as well as to potential investors, research analysts and the public, the Group has put in place an Investor Relations (IR) department in ensuring the Group’s IR message is clearly coordinated and communicated.

The IR activities are led by the Group Managing Director and supported by the IR Team and duly governed by IR Policy as its official corporate disclosure policy and procedure in disseminating corporate and material information to the investing public.

The mode of communications to shareholders and investors shall include the followings:-

(i) timely announcements and disclosures made to Bursa Securities;
(ii) regular dialogues with research analysts to explain periodical results achieved and business strategies;
(iii) press conference held to provide media opportunity to receive updates from
the Board and to address queries or areas of interest of the media; and
(iv) participates in institutional investors’ forums.

7. Board Efficiency

7.1 Selection of Candidates

The NRC is responsible for identifying and nominating suitable candidates for appointments to the Board for approval, either to fill vacancies or as addition to meet the changing needs of the Group. Before recommending an appointment to the Board, the NRC undertakes a comprehensive evaluation of the candidates. The NRC also takes into accounts the Group’s business and matches the capabilities and contribution expected for a particular appointment.

The NRC shall conduct an interaction session with the proposed candidates and assesses the candidates based on the following aspects:-

(i) Specific knowledge, skill and working experience of the candidate;
(ii) Trainings attended by the candidate;
(iii) Time commitment by the candidate;
(iv) Independence and conflict of interest;
(v) External directorships of the candidate; and
(vi) Personal and professional ethics, integrity and other expertise or knowledge
that could complement to the experience and skill sets of other Board members.

The proposed candidates are subject to bankruptcy check prior to recommend to the
Board for their appointment as the Directors.

7.2 Appointment to the Board 

The appointment is conducted in accordance with the recommendation of the NRC and after deliberation and satisfaction by the Board.

7.3 Terms of Appointment 
Each year, one-third (1/3) of the Directors retire from office, and being eligible, may offer themselves for re-election at the Annual General Meeting. In addition, all
Directors shall retire from office once at least, every three (3) years, but shall be eligible for re-election.

Directors appointed during the financial year hold office until the next Annual General Meeting and if eligible, may offer themselves for re-election.

The Executive Director is expected to resign from the Board in the event of his/her service contract with the Company is terminating for whatever reason.

7.4 Tenure of Independent Directors 

The tenure of service of Independent Directors is capped at the maximum limit of nine (9) years as recommended by the MCCG. An Independent Director who has served the Company for nine (9) years may, subject to NRC’s recommendation and shareholders’ approval through a two-tier voting process, continue to serve the Group in the capacity of Independent Director as guided by MCCG.

The NRC undertakes assessment of the independence of the Independent Directors,
upon admission, annually and as and when new interest or relationship develops.

7.5 Directors’ Remuneration

The Group has in place a remuneration framework for Director and Key Senior Management of the Group. The framework is sufficient to attract, retain and remunerate Directors for their contribution to the Group. This framework includes fees, monthly and meeting allowances for INEDs which are based on industry standards and set by reference to the responsibilities taken on by them. In order that it remains competitive and consistent with the culture, objective and strategy of the Group, this remuneration framework is reviewed from time to time to ensure it remains the market competitiveness.

7.6 Directors’ Insurance

The Company shall make all reasonable effort to provide the Directors with, and will pay the premiums for, indemnity and insurance cover while acting in their capacities as the Directors, to the fullest extent permitted by the act and law.

7.7 Board Effectiveness 

The Board recognises the importance of assessing the effectiveness of individual directors, the Board and its Committees Annually, the NRC provides a formal procedure for the assessment on the effectiveness of individual directors and the Board as a whole. This shall take the form of questionnaires comprising an evaluation by the NRC and the results of the assessment will be collected and collated by the Company Secretary, on behalf of NRC for review and to ascertain performance and effectiveness at the NRC meeting.

7.8 Board and Management 

The Board delegates authority and vests accountability for the Group‘s day-to-day operations with the Key Senior Management team led by the GMD/CEO to achieve the corporate objectives.

The Board delegates the resources management to the Key Senior Management team and has unrestricted access to any information pertaining to the Company and the Group. As such, the Key Senior Management team would be invited to attend the Board Meetings as and when necessary, to furnish with explanations and comments
on the relevant agenda items tabled at the Board Meetings or to provide clarification on issue(s) that may be raised by the Directors. The Board and the Key Senior Management work together to make decisions that will result in growth of the Company, and subsequent financial benefit to shareholders.

The Company has put in place the Directors’ and Officers’ insurance coverage against liabilities arising from holding offices by virtue of their positions and in connection with the performance of their responsibilities. Nevertheless, the Directors and Officers shall not be indemnified where he/she found guilty in respect of any negligence, default, breach of duty or breach of trust.

7.9 New Directorships and Time Commitment

The Board values the experience and perspective gained by the Directors from their services on the board of other companies, organisations and associations. However, they are expected that they will always be in a position to allocate sufficient time to
meet the expectation of his/her role as Directors of the Company.

All Board members shall notify the Board before accepting appointment of any new directorships in other listed companies as long as the new directorships is not in conflict with the business and does not affect his performance while holding office as
Director of the Company. The notification shall include an indication of time that will be spent on the new appointment and to ensure that such appointments would not unduly affect his/her time commitment and responsibilities to the Board and the
Group’s corporate activities.

The Directors are guided by the requirements of MMLR of Bursa Securities on attendance of at least 50% of Board Meetings held in a financial year.

7.10 Restriction of Directorships

The limit on the number of directorships that may be held at any point of time by the Board members are not more than 5 for listed companies and no restriction of the number of directorships in non-listed companies, excluding the position on the Board of the Company which requires active involvement as a board member or such other requirements as prescribed by the MMLR.

7.11 Directors’ Training and Development 

Newly appointed Directors shall attend an induction programme which is tailored to meet their individual needs. This includes meeting with Key Senior Management team to enable them to build up a detailed understanding of the Group’s business and strategies, and the risks and issues which they are faced. The induction training programme is supplemented by ongoing training and development programmes.

In addition to the Mandatory Accreditation Programme (MAP) to all the newly appointed Directors, the Board shall evaluate and determine the continuous training needs of its members from time to time in order to enhance his/her contribution to the Board and to effectively discharge his/her duties as a Board member.

MMLR of Bursa Securities mandates a statement by the Board containing a brief description on the type of trainings directors have attended for the financial year. Where any of the Directors have not attended any training during the financial year, the reasons thereof for each Director must be stated.

The Company Secretary facilitates the organisation of internal and external training programmes for Directors and keeps a complete record of the training attended by the Directors.

All Directors shall ensure that they keep abreast of regulatory changes, other developments and broad business trends. Directors may request that training programmes on specific subjects be arranged in order to facilitate them in discharging their duties effectively.

8. Company Secretary

The Board should ensure it is supported by a suitably qualified and competent Company Secretary.

The Company Secretary plays an important advisory role and as a central source of information and advice to the Board and Board Committees on issues relating to corporate compliance with the relevant laws, rules, regulations and procedures affecting the Board and the Group, as well as best practices of governance.

The Board members have unlimited access to the services of the Company Secretary and is updated with new regulatory, regulations or requirements of current developments in the regulatory framework and governance practice concerning their duties and responsibilities.

The Company Secretary shall be of a senior position with adequate authority and report directly to the Board. The appointment and removal of the Company Secretary will be subjected to the approval of the Board.

The roles and responsibilities of the Company Secretary shall include, but are not limited to the following:-

(i) Advising the Board on its roles and responsibilities;
(ii) Facilitating the orientation of new Directors and assist in Directors’ training and development;
(iii) Advising the Directors on corporate disclosures and compliance with Company and securities regulations and listing requirements including:-

• disclosure of interests in securities;
• disclosure of any conflict of interest in a transaction involving the Group;
• prohibition of dealing in securities; and
• restrictions on disclosure of price-sensitive information.

(iv) Managing processes pertaining to the directors’, Board Committees’ and shareholders’ meeting;
(v) Monitoring corporate governance development and assist the Board in applying governance practices; and
(vi) Serving as a focal point for stakeholders’ communication and engagement on corporate governance issues.

9. PROCESS OF BOARD

9.1 BOARD MEETING

(a) Frequency of Meeting

The Board shall convene at least five (5) meetings in each financial year and at any such times as it deems necessary to fulfil its responsibilities. The Board’s annual meeting calendar is prepared and circulated to Directors before the beginning of each year. It provides the scheduled dates for meetings of the Board and Board Committees, annual general meeting, as well as the closed period for dealings in securities by Directors based on the targeted date of announcement of quarterly results of the Group. 

(b) Notice and Agenda of Meeting

Unless otherwise determined by Directors from time to time, at least five (5) clear days’ notice of all Directors’ meeting shall be given to all Directors. Any Director may waive notice of any meeting either prospectively or retrospectively. The Chairman of the meeting and Company Secretary shall undertake the primary responsibility of preparing the meeting’s agenda.

(c) Procedures and conduct of Meeting

The meeting shall normally be conducted face-to-face to enable effective discussion, however can be conducted via telephone conferencing, virtual and hybrid basis or other appropriate means as determined by the Board.

(d) Quorum for Board Meeting

As provided by the Constitution, the quorum shall comprise at least three (3) Directors for the time being of the Company.

(e) Attendance at Board Meeting

The office of a Director shall become vacant if a Director is absent from more than 50% of the total Board Meeting held in a calendar year.

(f) Voting

Any question arising at a Board Meeting is decided by a majority of votes and the Chairman of the meeting has a second casting vote. A Director is required to abstain from deliberation and voting in respect of any contract or proposed contract or arrangement in which he/she has direct or indirect interest.

(g) Conflict of Interest

The Directors shall comply with the Companies Act, 2016 in connection with disclosure of shareholdings and interest in the Group and interest in any contract or proposed contract with the Group, which include the nature, character and extent of any office or possession of any property, whether directly or indirectly duties or interest that might be created in conflict with his/her duty or Interest as a Director of the Company.

(h) Right of Directors to access information and advice

Management provides the Board and Board Committees with information in a form, within acceptable timeframe and quality that enable them to discharge their duties and responsibilities effectively. Directors are entitled to request and received additional information they consider necessary in order to make informed decision, including obtaining professional independent advice at the Group’s expense.

9.2 Committee Meeting

The Board Committees meet as and when the need arises, to deliberate on matters under their purview in accordance with the Terms of Reference of the committee.

9.3 Decision Making

All corporate strategic decisions are made at Board Meetings after due processes, discussions and deliberations.

Where appropriate, decisions are also taken by way of circular resolutions in between scheduled meetings. Such resolutions are signed by majority of the Directors and valid as if it has been passed at a Board Meeting duly called and constituted as provided in the Constitution.

10. Review of Board Charter

This Board Charter has been approved by the Board and is made available for reference on the Company’s corporate website and internal computer networking system.

It shall be reviewed by the Board and updated whenever necessary to ensure the Group remains at the forefront of best practices in corporate governance. Any subsequent amendments to the Board Charter should be approved by the Board.

Donations & Sponsorships Policy

1. Introduction

All Donations and Sponsorships provided by LBS Bina Group Berhad (“LBGB”) and its subsidiaries (collectively “LBGB Group” or “Group”) must be ethical and legal under applicable laws and not with intention to influence any business decisions or cause other to perceive it as such.

2. Scope

This Policy is applicable to the Personnel of LBGB Group and Business Associates acting on behalf of LBGB Group. Joint-venture companies and associated companies are encouraged to adopt these or similar principles. This Policy should be read in conjunction with the Anti-Bribery and Corruption Policy and the Whistleblowing Policy of LBGB Group.

3. Definitions

“Business Associate” means an external party with whom LBGB Group has, or plans to establish, some form of business relationship. This may include clients, customers, joint ventures, joint venture partners, consortium partners, outsourcing providers, contractors, consultants, subcontractors, suppliers, vendors, advisers, agents, distributors, representatives, intermediaries and investors.

“Donations” means voluntary contributions in the form of monetary or non-monetary gifts to a fund or cause.

“Personnel” means Directors and all individuals directly contracted to the Company on an employment basis, including permanent, temporary employees and interns.

“Sponsorships” means partnering with external organisations to deliver mutual benefits through exchange of monies, products, services, content or other intellectual property.

4. Donations And Sponsorships

The Group makes donations to LBS Foundation, a registered non-profit organisation with the sole aim is to give back to the community through its 4 main pillars: Education, Community, Environment and Health. Other Donations and Sponsorships request will be assessed on a case-by-case basis and subject to the approval of the Executive Director.

4.1 Acceptable Donations & Sponsorships

a) Any charitable Donation or Sponsorships made or offered on behalf of the Group must:

i) not be related to, dependent on, or made in order to win, or influence, a business deal or decision;

ii) be given direct to the relevant charity or organisation; and

b) The Head of Department who handles the request for any Sponsorship or Donation shall conduct due diligence on the recipient to ensure that the recipient is a legitimate organisation, prior to obtaining approval from the Executive Director.

4.2 Non-Acceptable Donations & Sponsorships

a) The Group shall not donate to private individuals or private accounts or to individuals or organisations that could prove detrimental to the reputation of the Group.

b) The Group should not support via a sponsorship where the activities or proposals:

i) conflict with the Group’s values or objectives;

ii) will require the Group to give, or appear to presume a strong explicit endorsement of the products and services of the Recipient; or

iii) do not demonstrate a genuine readiness or capability to carry out the obligations.

5. Donations And Sponsorships Requests

All Donations or Sponsorships requests must be made in writing to the Group in reasonable period of time before the anticipated commencement of the relevant event/action.

The Executive Director shall approve the proposal upon being satisfied with result of the due diligence conducted on the recipient in accordance with the guideline of the Group.

6. Policy Violation

The procedure of reporting any violations of this Policy shall be referred reporting mechanism contained in the Whistleblowing Policy.

7. Policy Review

This Policy has been approved by the Board of Directors and shall be made available on the Group’s corporate website and internal computer networking system. All Heads of Department are responsible to inform their staff and clearly explain to them the contents of this Policy.

This Policy shall be reviewed by the Board of Directors and updated whenever necessary to ensure its effective implementation. Any subsequent amendments to this Policy should be approved by the Board of Directors.

Gift, Entertainment & Hospitality Policy

1.0 INTRODUCTION

LBS Bina Group Berhad (“LBGB” or “Company”) and its subsidiaries (“LBGB Group” or “Group”) recognise the importance of honesty, sincerity, and transparency and are committed in achieving the highest ethical standards in its business operation through compliance with all applicable laws, regulations and/or standards in the jurisdictions, where LBGB Group operates.

2.0 OBJECTIVE

To establish guidelines on the giving or receiving of Gift, Entertainment and Hospitality to and from LBGB Group, Business Associate, Third Party and/or their representatives.

3.0 SCOPE

This Policy is applicable to the Personnel, Business Associate, Third Party and/or their representatives acting on behalf of LBGB Group. Joint-venture companies and associated companies are encouraged to adopt these or similar principles. This Policy should be read in conjunction with the Anti-Bribery and Corruption Policy and the Whistleblowing Policy of LBGB Group.

4.0 “NO GIFT & ENTERTAINMENT POLICY”

4.1 LBGB Group adopts a “No Gift, Entertainment and Hospitality Policy” whereby all members including but not limited to their Directors and Staff of LBGB Group are prohibited from giving and receiving any Gift, Entertainment or Hospitality. This Policy also extends to family members, representatives and/or Business Associate of Personnel and Third Party.

4.2 All Personnel, Business Associates, Third Party and/or their representatives shall abide to this Policy to avoid any conflict of interest or seen to be a conflict of interest, and may potentially tarnish the Group’s reputation or be in violation of anti-bribery and corruption laws.

4.3 Although LBGB Group practices a “No Gift, Entertainment and Hospitality Policy”, there may be situations whereby it may be customary or necessary to give or receive Gift, Entertainment or Hospitality during the ordinary course of business. Under such circumstances, the following exceptions to the Policy may apply:

i) meet the requirements of applicable internal policies of LBGB Group;

ii) as a legitimate, justified business courtesy;

iii) be given in a transparent manner, modest in value and for valid purposes;

and

iv) not influence or appear to influence the independence of the receiver of the said Gift, Entertainment or Hospitality.

5.0 DEFINITIONS

“Business Associate” means an external party with whom LBGB Group has, or plans to establish, some form of business relationship. This may include clients, customers, joint ventures, joint venture partners, consortium partners, outsourcing providers, contractors, consultants, subcontractors, suppliers, vendors, advisers, agents, distributors, representatives, intermediaries and investors. 

“Corporate Gift” normally bears the company’s name and logo and are of nominal/appropriate value.

“Entertainment and/or Hospitality” means the considerate care of guests, which may include refreshments, accommodation and entertainment. For avoidance of doubt, all forms of entertainment shall be deemed to be included under this definition as well.

“Gift” means anything of value (such as cash or cash equivalent vouchers, goods and services) given to any person or organisation without any expectation of anything in return or without any intention to influence someone to act improperly.

“Personnel” means Directors and all individuals directly contracted to LBGB Group on an employment basis, including permanent, temporary employees and interns.

“Public Official” means an individual who:

(i) holds a legislative, administrative or judicial position of any kind; or

(ii) who performs public duties or exercises a public function for or on behalf of a country or territory (or subdivision thereof) or for any public agency or enterprise.

“Third Party” means anyone who at any time performs (or who is intended to perform) services for or on behalf of any entity of LBGB Group including anyone who is engaged (by contract or otherwise) or paid to represent any entity of LBGB Group such as suppliers, distributors, business contacts, agents, representatives, intermediaries, middlemen, introducers, sponsors, consultants, contractors, advisers and potentially Public Official.

“Facilitation Payment” means typically small, unofficial payments or other provision made personally to an individual in control of a process or decision. It is given to secure or expedite a routine or administrative duty or function, to which the payer is entitled, legally or otherwise.

6.0 ACCEPTING GIFT, ENTERTAINMENT AND HOSPITALITY

6.1 LBGB Group acknowledges that Gift giving is a central part of business etiquette. Gift, Entertainment or Hospitality received shall be recorded via the LBGB Group’s online Declaration Form subject to this Policy.

6.2 The following Gift, Entertainment or Hospitality may be accepted by any Personnel without approval but online Declaration Form is required:

i) Corporate Gift; and/or

ii) Perishable Items (such as fruits, festive cookies or delicacies offered during festive seasons or ceremonial occasions).

6.3 Invitation to attend open house, opening ceremony and receiving condolence offerings may be accepted by the Personnel without approval and online Declaration Form.

6.4 Personnel and any Third Party acting for or on behalf of LBGB Group are prohibited from:

        • requesting gifts, contributions, gratuities, services or bribes from LBGB Group’s suppliers, or clients, regardless of its worth;
        • accepting any Gift, Entertainment or Hospitality that is, or gives the appearance of, being lavish, offensive or inappropriate;
        • accepting any favours that might be regarded as placing an obligation to such person or party; or
        • accepting from, a business contact of LBGB Group any Gift, Entertainment or Hospitality in a personal capacity or through any family member or agent.

6.5 Save and except for items stated in Clause 6.3, for Gift below RM500, Entertainment and Hospitality below RM200 per person, the Personnel shall declare by executing and submitting the online Declaration Form within 3 business days. The Head of Department or Senior Management shall decide to:

i) donate the Gift to the charity;

ii) hold the Gift for departmental display;

iii) share the Gift with other employees in the department;

iv) permit it to be retained by the Personnel; or

v) assign representative(s) for the Entertainment and/or Hospitality.

6.6 In determining the above, it is expected for the Personnel and/or any Third Party acting on behalf of the LBGB Group to exercise proper care and judgement in each case, taking into account pertinent circumstances including the character of the Gift, its purpose, the position/ seniority of the person(s) providing the Gift, the business context and cultural norms.

6.7 Save and except for items stated in Clause 6.3, for Gift of RM500 and above, Entertainment and Hospitality of RM200 and above per person, the Personnel shall obtain the Executive Director’s approval and subsequently declare by executing and submitting the online Declaration Form as soon as practicable. The Executive Director or Head of Department or Senior Management of the Company shall decide whether to:

i) donate the Gift to the charity;

ii) hold the Gift for departmental display;

iii) share the Gift with other employees in the department;

iv) permit the Gift to be retained by the Personnel; or

v) assign representative(s) for the Entertainment and/or Hospitality.

6.8 Personnel and/or the Third Party acting on behalf of the LBGB Group are advised to exercise their own judgement and self-assessment to estimate or determine the value of the Gift, Entertainment and Hospitality received.

7.0 DECLINING GIFT, ENTERTAINMENT AND HOSPITALITY

7.1 If any Gift, Entertainment or Hospitality received are not permitted by this Policy, all Personnel are required to either:

a) to politely decline and explain LBGB Group’s Gift, Entertainment and Hospitality

Policy to the offeror; or

b) where it would be offensive or embarrassing to the offeror, the Personnel shall consult the Executive Director or Head of Department or Senior Management to obtain approval on the treatment of such Gift, Entertainment or Hospitality and thereafter declare and submit the online Declaration Form. 

8.0 GIVING GIFT, ENTERTAINMENT AND HOSPITALITY

8.1 Subject to the terms of this Policy, Personnel may give Gift, Entertainment or Hospitality to any Third Party.

8.2 It is the responsibility of the Personnel involved in giving of any such Gift, Entertainment or Hospitality to make reasonable efforts to enquire about the recipient’s policies on Gift, Entertainment and Hospitality and to ensure that the giving of Gift, Entertainment or Hospitality complies with the recipient’s policies as well as this Policy.

8.3 Prior to giving any Gift, Entertainment or Hospitality, the Personnel shall obtain approval from the Executive Director and thereafter declare and submit the online Declaration Form as soon as practicable.

9.0 FACILITATION PAYMENT

9.1 LBGB Group adopts a strict policy of disallowing the use of facilitation payments in its business. Facilitation payment as defined in this policy need not necessarily involve cash or other asset, and can include any sort of advantage to influence Personnel, Business Associate, Third Party and/or representatives in their duties.

9.2 Facilitation Payment is deemed to constitute bribery. Where the Personnel are requested to make such payments, the Personnel shall decline to make the payment and report the same to the Compliance Team. Where a payment has been made and the Personnel who made the said payment is unsure of its nature, the Compliance Team must be notified immediately, and the payment shall be recorded accordingly.

9.3 Pursuant to Clause 9.2, the Compliance Team shall refer to the Executive Director as to any further action to be taken under this Policy and/or Anti-Bribery and Corruption Policy.

10.0 PUBLIC OFFICIAL

10.1 Any Gift, Entertainment and Hospitality given to any Public Official will expose LBGB Group to higher risks under anti-bribery and anti-corruption laws. All Personnel are expected to be mindful and shall comply with all the rules that apply to the interactions with Public Officials.

10.2 Personnel may offer or give Gift, Entertainment or Hospitality subject to the following exception whereby the Gift, Entertainment or Hospitality:

10.2.1 Personal Capacity: is given to the Public Official outside the course of such official’s public duties. It is advised that the quantum of RM500 be used as a general guide.

10.2.2 Public Duty: provided that it is not in breach of any guidelines or codes applicable to Public Officials, is given to the Public Official as a token of appreciation in the course of public duty where such Public Official is officiating or attending an event, ceremony or other function hosted or organised by LBGB Group.

10.3 At an event, ceremony or function hosted or organised by government authority or ministry, Personnel acting as a representative of LBGB Group, may receive Gift, Entertainment or Hospitality from a Public Official. 

10.4 If a Gift, Entertainment or Hospitality is intended to be given or offered to a Public Official in the course of his public duties as permitted by this Policy, it must be approved in advance by the Executive Director.

11.0 REVIEW OF THE POLICY

This Policy has been approved by the Board of Directors and is available on the Group’s corporate website and internal computer networking system. All Heads of Department are responsible to inform and explain the contents of this Policy to their staff.

This Policy shall be reviewed by the Board of Directors and updated whenever necessary to ensure its effective implementation. Any subsequent amendments to this Policy shall be approved by the Board of Directors.

Workplace Harassment Policy

1. Introduction

LBS Bina Group Berhad (“LBGB or Company”) is fully committed to provide a safe, healthy and harassment-free work environment for all employees and believes that every employee should be treated with dignity, decency and respect. As a step towards ensuring a secure and comfortable workplace for the employees, this Policy has been developed to reflect the Company’s zero-tolerance approach against all forms of unlawful discrimination or harassment in the workplace.

2. Objective

a) To prevent harassment of employees in the workplace and to provide an effective mechanism to eliminate such harassment; and

b) To educate all employees to recognise the importance that workplace harassment is a seriously demeaning practice that constitutes a profound affront to the dignity of persons.

3. Scope

This Policy applies to all employees (including employees on contract terms, temporary or short-term employees and employees on secondment) or third parties who have become aware of or genuinely suspect on a reasonable belief that an employee of the Company and/or its subsidiary (“LBGB Group” or “Group”) has engaged, is engaged, is preparing to engage or is encouraging others to engage in any Improper Conduct, as hereinafter defined.

4. Harassment

Harassment in this context is, any verbal, written or physical conduct that is known or ought reasonably to have been known to be unwelcome, inappropriate or otherwise offensive to a person having the purpose or effect of:

a) creating a hostile, intimidating or offensive workplace;

b) interfering with the performance of an employee’s functions, duties and responsibilities; or

c) affecting one’s employment opportunities or compensation.

For the purposes of this Policy, harassment in the workplace includes any employment-related harassment occurring outside the workplace as a result of one’s employment responsibilities or employment relationships. Situation under which such employment-related harassment may take place includes, but is not limited to:-

a) Work related social functions, conferences or training sessions, travel and work assignments outside the workplace.

b) Work related conversations made over the telephone or communications via electronic media.

The following examples of harassment are intended to be guidelines and are not exclusive when determining whether there has been a violation of this policy:

a) Verbal harassment which includes comments that are offensive or unwelcoming regarding the individual characteristics which include among others the national origin, race, religion, age, sex, pregnancy, appearance, disability, gender and marital status.

b) Nonverbal harassment which includes distribution, display or discussion of any written or graphic material that ridicules, denigrates, insults, belittles or shows hostility, aversion or disrespect toward an individual or group characteristics which include among others the national origin, race, religion, age, gender, pregnancy, appearance, disability and marital status.

c) Workplace Sexual harassment which is defined as any unwanted conduct of a sexual nature that happens in the course of one’s employment, having the effects of verbal, visual, psychological or physical harassment against a person of the same or opposite gender:

i. that might on reasonable grounds, be perceived by the recipient as placing a condition of a sexual nature on his/her employment; or

ii. that might on reasonable grounds, be perceived by the recipient as an offence or humiliation, or a threat to his/her wellbeing, but has no direct link to his/her employment.

5. Reporting of Violations of the Policy

Any employee who knows of, or reasonably suspects, a violation of this Policy, is encouraged to whistle blow or report such concerns through the Whistle Blowing Policy of LBGB.

For further details, the Whistle Blowing Policy of the Group is available on the Company’s corporate website, www.lbs.com.my

6. Complaint Handling

The Company reiterates that harassment of any nature that happens in the workplace is strictly prohibited and will not be tolerated or condoned. Upon receiving any reports/complaints regarding violation of this Policy, the Management will conduct a thorough investigation on all such reports/complaints fairly and objectively, and appropriate action(s) will be taken against the employee(s) concerned, based on all available evidence.

The Company treats harassment as misconduct and shall be subject to the Company’s Disciplinary Procedures. If the investigation reveals evidence that supports the complaint and is eventually upheld, the harasser will be dealt with in accordance with the Disciplinary Procedures.

Although the Company encourages any form of harassment to be reported, any false accusations, fabricated allegations or otherwise complaints made in bad faith are considered as misconduct and accordingly, disciplinary action may be taken against the complainant.

7. Review of Policy

The policy shall be reviewed by the Board of Directors and updated whenever necessary in order to ensure its effective implementation. Any subsequent amendments to this Policy shall be approved by the Board of Directors.

Human Rights Policy

1. Introduction

LBS Bina Group Berhad and its subsidiaries (“LBGB or Company”) endeavours to provide a conducive working environment that is characterized by mutual respect. The Company is committed in respecting and abiding internationally recognized human rights standards and fair labour practices according to local statutory laws within the company operations (“Human Rights Laws”).

We recognize the importance of fair labour practices and a good relationship of mutual respect between employer and employee as we believe this will lead to fostering high employee morale and improve employee engagement within the Company. Accordingly, we will not condone any practices, events, and activities that are in violation of the above-mentioned Human Rights Laws.

2. Objective

The objectives of this Human Rights Policy are to amongst others; 

a) To ensure all employment in the Company are in accordance with relevant employment laws including but not limited to the Employment Act 1955. 

b) To identify any risks relating to current labour practices in the Company and to determine an effectively method to prevent and eliminate these risks. 

c) To provide a fair, respectable and safe workplace for all employees in the Company. 

d) To foster a pleasant, cordial, and harmonious relationship between employer and employees for smooth operations, and to promote stability as well as prosperity.

3. Scope

This Policy applies to all employees (including employees on contract terms, temporary or short-term employees and employees on secondment) or third parties who have become aware of or are genuinely suspected on a reasonable belief to be an employee of the Company that has engaged, is engaged, is preparing to engage or is encouraging others to engage in any conduct as stated below.

4. Commitment

a) Non-discrimination
We have a zero-tolerance policy against discrimination in any form and our employees are provided with equal and merit-based career opportunities regardless of race, religion, and/or gender.

b) Fair Employment Conditions
We operate in full compliance to applicable wage, work hours, overtime and benefits laws. We provide recognition based on performance and contribution of the employee towards the Company’s success.

c) Health and Safety
We provide a safe and healthy workplace environment for employees. We comply with applicable health and safety laws, regulations and requirements. We are dedicated in maintaining a productive workplace and strive to take every measure to prevent job-related injuries and illnesses.

d) Workplace Security
We strive to provide a safe and mutually respectful workplace environment that is free from violence, harassment, humiliation and intimidation of any nature.

e) Child Labour
The Company does not recruit child labour and is committed in strict compliance with applicable child labour laws as legislated in the Children and Young Persons (Employment) Act 1966, if it ever decides to employ a child. The Company condemns all forms of child exploitation and slavery.

f) Forced Labour
The Company recognizes that forced labour, modern slavery, debt bondage, and human trafficking may stem from coercive tactics and undue influence from people in position of higher authority towards people in lower positions of authority which may include violence or threats of violence, or more subtle means such as accumulated debt, retention of identity papers or threats of denunciation to authorities. The Company supports the elimination of forced labour, modern slavery, debt bondage and human trafficking. The Company takes the stand that all mentioned in the foregoing constitutes a severe violation of human rights and restriction of human freedom.

g) Freedom of Association & Collective Bargaining
The Company respects freedom of association as part of our commitment to support fair and equitable treatment of our employees regardless of gender, race, caste, nationality, religion, age, physical condition, marital status, union membership/affiliation/activity, employment status or political affiliation. Any form of discrimination based on factors aforementioned is prohibited, and any union membership/activity will not lead to disciplinary measures or punitive actions.  

h) Equal Opportunities
The Company is committed to inculcating diversity and equal opportunity in our workplace which allows us to gain a competitive edge through embracing workforce diversity as well as providing fair treatment to all our employees to promote improved morale and loyalty towards the Company. The Company shall ensure that all employees receive equal and fair treatment based solely on merits and competency regardless of any form, whether based on age, gender, race, nationality, religion, disability and social status throughout the organization.

i) Excessive Working Hours
The Company’s working hours are regulated under the employment contract with the employee, Malaysia Employment Act 1955 and/or the Employment (Limitation of Overtime Work) Regulations 1980. The Company is committed that all employees are ensured proper rest days to recuperate for the operational efficiency of the Company’s operations.

j) Minimum Living Wage
The Company recognizes that a minimum wage has been set by the Malaysian authorities with the aim of protecting employees against unduly low pay. The Company is committed to comply with the local statutory laws on minimum wages and ensures that all wages are paid in a timely manner.

5. Reporting of Violations of the Policy

Any employee who knows of, or reasonably suspects, of a violation of this Policy, is encouraged to whistle blow or report such concerns through the Whistle Blowing Policy of LBGB. For further details, the Whistle Blowing Policy of the Group is available on the Company’s corporate website, www.lbs.com.my

6. Review of Policy 

The policy shall be reviewed by the Board of Directors and updated whenever necessary in order to ensure its effective implementation. Any subsequent amendments to this Policy shall be approved by the Board of Directors.