SECTION 3: NOMINATION AND APPOINTMENT PROCESS

Section 3: Nomination and Appointment Process | 53 ensure compliance with relevant legislation, such as the Personal Data Protection Act 2012. 3.7.4 The appointment of an external adviser should be disclosed in the annual report as part of the process for the selection and appointment of directors to the Board 33 . The company may also include a statement in the annual report about whether the external adviser has any other connection with the company. The above selection and appointment process for third parties is also applicable where third parties are engaged to assist the NC in discharging his other roles and responsibilities, such as annual Board evaluation exercise. 3.8 Appointment and Election of Directors 3.8.1 Depending on the company’s constitution, the Board can appoint directors at any time, but the directors so appointed will have to be reelected by shareholders at the next Annual General Meeting (AGM). Proxy forms must allow a shareholder appointing a proxy to indicate how he would like the proxy to vote on each resolution. The names of the directors submitted for appointment or reappointment should be accompanied by the following information: • Any relationships including immediate family relationships between the candidate and the current directors, the company, or its substantial (five per cent) shareholders. • A list of current directorships in other listed companies. • Details of other principal commitments. • Background and principal qualifications. • Rationale or justification for the director’s appointment or reappointment. 33 Provision 4.3 of the Code. 3A-12 3A-10