Governing Council Charter - About Us

GOVERNING COUNCIL CHARTER

INTRODUCTION

Yayasan Sime Darby (the Yayasan) is the philanthropic arm of SD Guthrie Berhad, Sime Darby Berhad, and Sime Darby Property Berhad, which are Group Members of the Yayasan.

The Yayasan was established as a non-profit organisation, limited by guarantee, to receive and administer funds provided by SD Guthrie Berhad, Sime Darby Berhad, and Sime Darby Property Berhad for education, scientific, and charitable purposes focusing on five pillars of Education, Community & Health, Environment, Sports and Arts & Culture.

The Governing Council Charter outlines the roles, duties and responsibilities of the Council and the governance practices applicable to the Council.

This page contains a summary of the Governing Council Charter. The full Charter can be downloaded below.

GOVERNANCE

The Council comprises of a minimum of three and maximum of nine members, with a minimum 50% of the Council to be made up of independent members. The Council members are not active politicians, and their membership is subject to renewal every three years, and not exceed a cumulative term of nine years.

ROLE OF THE COUNCIL

The Council is responsible for

Conduct, professionalism, values, and ethics
Strategy
Governance framework, risk management practices and internal controls
Appointments of Council members and CEO
Review and approval of projects
Performance of YSD

The Chairman is responsible for:

Good corporate governance practices and effectiveness
Being spokesperson for the Council
Effective communications with stakeholder
Guiding CEO

The Council Members will:

Act in good faith, and within applicable legal and regulatory framework
Avoid any conflict of interest
Provide independent judgement

The CEO will:

Report directly to Chairman
Implement decisions of the Council
Provide accurate, timely, and clear information to the Council

Download the full Governing Council Charter here

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