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Section 05 Upholding Accountability
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CORPORATE GOVERNANCE
DISCLOSURE REPORT

The Board of Directors (Board) of Export-Import Bank of Malaysia Berhad (EXIM Bank or the Bank) is
cognisant of the principles and best practices of Corporate Governance as set out in Bank Negara Malaysia’s
(BNM) Policy Document on Corporate Governance, as well as other primary legislative and regulatory
provisions, which serve to ensure that the Bank is managed in a safe and sound manner. The Board is
committed to upholding good corporate governance practices and endeavours to continuously advocate for
transparency, accountability, responsibility and integrity. This commitment enables the Bank to achieve an
optimal governance framework and maximise shareholder value, as well as to lay a solid foundation for the
Bank to carry out its mandated role as a Development Financial Institution (DFI) and to achieve sustainable
and long-term growth.

BOARD OF DIRECTORS Board Charter
Board Composition and Balance Recognising that robust and well thought-out corporate
governance practices are essential to safeguard the interests
Article 94(1) of the Constitution of EXIM Bank provides that of the Bank, the Board is guided by the Board Charter with
there should not be less than two and not more than 12 respect to the Board’s role and responsibilities, powers, duties
members of the Board. As at 31 December 2020, the Board and functions.
comprises seven (7) members, with one (1) Independent
Non-Executive Chairman, four (4) Independent Non-Executive It not only reflects the current best practices and the applicable
Directors and two (2) Non-Independent Non-Executive rules and regulations but also outlines processes and
Directors (nominees from the Ministry of Finance (MOF) procedures to ensure the Board and Board Committees’
and Ministry of International Trade and Industry (MITI)). The effectiveness and efficiency in carrying out its role and
Directors come from diverse backgrounds with expertise and responsibilities.
skills in banking, finance, business management, accounting,
and international trade. This diversity brings to the Board the The Board has also delegated specific authority to several Board
essential capabilities, expertise and experience required for Committees. Notwithstanding this delegation of authority, the
the Board to effectively perform its functions. The present Board remains responsible for its fiduciary duties.
composition of the Board is in compliance with BNM’s Policy
Document on Corporate Governance as more than half of its Among others, the Board Charter comprises the following areas:
members are Independent Directors.
Roles and Responsibilities of the Board;
The Directors are persons of high calibre and integrity and
possess the appropriate and requisite professional qualifications, Board Composition and Board Balance;
skills, extensive knowledge, experience and competencies to
address key risks and major issues relating to the Bank’s long Board Appointments, Reappointments and Re-election;
term strategies and sustainability.
Conflict of Interest;
A brief profile of each member of the Board is presented on
pages 16 to 18 of this Annual Report and the Board members as Training Requirements;
at 31 December 2020 are as follows: Balance of Power and Authority between the Chairman
and the President/Chief Executive Officer (P/CEO); and
1. Dato’ Dr. Feizal Mustapha (Chairman)*;
2. Datuk Dr. Syed Muhamad Syed Abdul Kadir; Supply of Information.
3. Datuk Bahria Mohd Tamil;
4. Dato’ Dr. Amiruddin Muhamed;
5. Dato’ Sandra Wong Lee Yun;
6. Mr. Prem Kumar; and
7. Mr. Wong Yoke Nyen.

* term ended 8 March 2021