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EXIM BANK MALAYSIA                                                                               ANNUAL REPORT 2024

             6 UPHOLDING ACCOUNTABILITY                                                                            67










            The following are the key Corporate Governance practices adopted by the Bank as per its Board Charter:

            PART 1: ROLES AND RESPONSIBILITIES OF THE BOARD

            Roles and Responsibilities
            The Board recognises the critical importance of corporate governance to the Bank’s operations and is dedicated to consistently
            applying its principles in all stakeholder interactions.
            The Board and Management work together to define the Bank’s strategic direction, oversee its development, and ensure effective
            controls are in place. Management is responsible for the Bank’s day-to-day operations, activities, and the administration of financial
            and non-financial matters, operating within the authority delegated by the Board.
            The Bank values Independent Directors for their contributions to balanced and objective decision-making. These Directors must
            meet specific suitability criteria and provide checks and balances on Board decisions. Their independence from Management allows
            for unbiased judgment and action in the Bank’s best interests. Furthermore, their diverse experience from other industries and
            businesses enhances the Board’s effectiveness.

            The Board Charter outlines  the  roles and responsibilities  of the Board which includes  providing oversight on Management.
            The Board is guided, amongst others, with the following core responsibilities in performing its duties for the Bank:


                                                    Leading and Managing the Bank
                 The Board is responsible for leading and managing the bank in an effective and responsible manner. The Directors has,
               individually and collectively, has a legal duty to act in the best interest of the bank and set the Bank’s values and standards,
                           to ensure the Bank’s obligations to its shareholders and stakeholders are understood and met.


                                                 Upholding Sound and Prudent Policies
                      The Board plays a critical role to ensure that the bank adheres to sound and prudent policies and practices.
                 The Board provides oversight to ensure effective management of the Bank and acts as a check and balance mechanism
                                    despite having no involvement in the day-to-day operations of the Bank.


                                                       Stewardship of the Bank
                 The Board bears ultimate responsibility for the proper stewardship of the Bank. This includes ensuring good corporate
                   governance, maximising shareholders’ value, safeguarding stakeholders’ interests, establishing corporate values,
                                    vision, and strategies, and being aware of significant financial activities.

                                                Fiduciary Duty and Corporate Governance
                    The Board has a fiduciary duty to act in the best interest of the bank and strives to ensure the highest standards
                                                 of corporate governance are practiced.

                                                   Oversight on Shariah Governance
                    In addition to conventional governance responsibilities, the Board provides oversight on the Shariah governance
                        structure and Shariah compliance of the Bank, as required by the Shariah Governance Framework for
                           Islamic Financial Institutions. This includes approving policies related to Shariah matters and
                               ensuring their effective implementation in consultation with the Shariah Committee.


            These responsibilities indicate the comprehensive role of the Board in guiding the bank’s operations, ensuring compliance with
            regulations and standards, and safeguarding the interests of shareholders and stakeholders.
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