Asia Media Annual Report 2017

ASIA MEDIA GROUP BERHAD Annual Report 2017 27 2. STRENGTHEN COMPOSITION OF THE BOARD (cont’d) 2.3 Remuneration Committee (cont’d) Range Of Remuneration Number Of Directors Executive Directors Non-Executive Directors Below Rm50,000 - 4 RM50,001 – RM100,000 - - RM100,001 – RM200,000 - - RM200,001 - RM300,000 1 - Note: For security and confidentially reasons, the details of the Directors’ remuneration are not shown with reference to Directors individually. The Board is of the view that the transparency and accountability aspect of the corporate governance on Directors’ remuneration are appropriately served by the band disclosure made. The Board recommends the Directors’ fees and other emoluments payable for the financial year ended 31 December 2017 which are subject to the shareholders’ approval at the forthcoming AGM. 2.4 Re-appointment and Re-election of Directors The Nomination Committee ensures that the Directors are re-elected in accordance with the Company’s Constitution and relevant regulations and laws. Pursuant to Article 70 of the Company’s Constitution, at the first annual general meeting of the Company all the Directors shall retire from office, and at the annual general meeting in every subsequent year one-third (1/3) of the Directors for time being, or if their number is not three (3) or a multiple of three (3) then the number nearest one-third (1/3) shall retire from office, and an election of Directors shall take place each year. Provided always that all Directors shall retire from office once at least in each three (3) years but shall be eligible for re-election. Pursuant to Article 75 of the Company’s Constitution provides that the Directors shall have power at any time and from time to time to appoint any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors, but so that the total number of Directors shall not at any time exceed the number fixed in accordance with these Articles. Any Director so appointed shall hold office only until the next following annual general meeting and shall then be eligible for re-election but shall not be taken into account in determining the Directors who are to retire by rotation at that meeting. CORPORATE GOVERNANCE STATEMENT (cont’d)