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Terms of References


(General) Management Committees


TERM OF REFERENCE
Status The Management Committee is an executive management committee established by the Chief Executive Officer from time to time, as he may deem necessary, for the purpose to discharge the relevant management issues across the Group.
Membership
Classification
  As may be determined by the Chief Executive Officer based on the purpose for the establishment of the particular Management Committee.
Primary Purpose
To evaluate and make key operational decisions (except regulatory decisions) and ensure that they are clearly communicated across the organisation.
Responsibilities
Responsibilities among others:
Review monthly management accounts, identify issues, and implement agreed-upon improvement measures.
Review implementation progress of change management initiatives.
Approve IT projects and review implementation progress.
Review, approve, and ensure full implementation of Group performance management system.
Review and decide on key human resources policies and decisions (manpower planning, training and career development program, management succession plan)
Review progress of the Group’s marketing, business development, and other key strategic initiatives
Carry out annual planning and budgeting exercise, and review annual corporate plan submissions to the Board (corporate portfolio review, marketing plan, IT strategy, HR strategy, financial plan and budget, regulations plan) – and quarterly review and analysis
Ensure that all key decisions by the Board and the Management are clearly communicated across the organisation
Deliberate on any other management issues brought to its attention.
Authority Operational, day-to-day management decisions (excluding regulatory decisions).
Key Relationships Board of Directors
Meeting & Reports
As may be determined by the Chief Executive Officer.
Appointment Process Selected by the Chief Executive Officer.

Leadership Team

TERM OF REFERENCE
Status The Leadership Team (“LT”) is an executive management committee established by the Chief Executive Officer (“CEO”) under the Management Governance Framework.
Membership Classification
  CEO – Chairman
Chief Operating Officer
Chief Regulatory Officer
Chief Financial Officer
Chief Market Operations Officer
Chief Information Officer
Chief Human Resource Officer
Primary Purpose The two (2) primary purpose of LT:-
Oversight: to oversee the overall management of the Group and implement the Board’s strategic policies; and
Business Governance: to review and approve all development projects / initiatives involving financial, technology and/or human resources of the Group.
Responsibilities The LT has two (2) different sets of meetings, and the specific responsibilities of LT at each meeting include:

LT Oversight meetings-

To assist the CEO in overseeing the management and operations of the Group
To develop the Group’s business within the framework of the Board-approved strategy
To review the business and investments of the Group including reviewing investment policies and any significant acquisitions, partnerships or divestitures
To review monthly management accounts, identify issues, and implement agreed-upon improvement measures
To review implementation progress of change management initiatives
To review, and ensure full implementation of Group performance management system
To review the key human resources (“HR”) policies and decisions (eg. manpower planning, training and career development program, management succession plan)
To review annual planning and budgeting exercise, and review annual corporate plans (eg. marketing plan, IT strategy, HR strategy, financial plan and budget, regulations plan), and to make recommendations to the Board on the Group’s broad policies and strategies
To ensure that all key decisions of LT are clearly communicated to the respective Divisions of LT members.
To deliberate on any other management issues brought to its attention

LT Business Governance meetings –

To review and approve development projects and initiatives
To review the progress of development projects and initiatives, and provide direction to Project Teams on the related issues
To review any significant risks and exposures that exist, and assess the steps proposed by Project Teams to minimise the risks to the Group
To deliberate on any other issues as may be requested by the CEO from time to time.
Authority To review and make recommendation to the CEO, for his decision / approval on matters presented at LT meetings.
Meetings The LT shall meet at such time(s) as it deems necessary to fulfil its responsibilities.

The Quorum for LT shall be five (5) including the CEO.

Secretariat LT Oversight meetings -
The Corporate Secretarial & Compliance Unit of CEO’s Office shall be the Secretariat. It shall be responsible for the preparation of Meeting Agenda in consultation with the CEO, distribution of meeting papers and preparation of the minutes of meetings.

LT Business Governance meetings –
The Strategic Monitoring Unit shall be the Secretariat. It shall be responsible for matters relating to the overall business governance of the Group, among others are:-

Preparation of Meeting Agenda in consultation with the CEO, distribution of meeting papers, preparation of the minutes of meetings
Monitoring of progress of projects / initiatives and preparation of progress report for LT
Advising the LT on business governance including project prioritisation and Board approved strategy.
Appointment Process The Members of LT are determined by CEO.

Rules Committee

TERM OF REFERENCE
Status
The Rules Committee ("RC") is an executive management committee established by the Chief Executive Officer under the Management Governance Framework.
Membership
Classification
  1. Chief Executive Officer (Chairman of the RDC)
2. Chief Regulatory Officer
3. Chief Operating Officer
4. Chief Market Operations Officer
Primary Purpose
The RC is responsible to decide on matters relating to the rules of Bursa Group.
Responsibilities Specific responsibilities include:
To review and approve proposed changes, revisions or additions to the rules.
To deliberate on any other issues as may be requested by the Chief Executive Officer from time to time.
Authority To make decision on maters which fall within the responsibilities of the RC and where the RC deems appropriate, to delegate certain matters within its responsibilities to the relevant Management .
Proceedings
The RC may decide on matters within its responsibilities at a duly convened meeting or via circular resolution. The RC shall regulate its process for decision-making as it deems appropriate, to fulfil its responsibilities.

The Quorum for the meeting of RC shall be three (3) including the Chief Executive Officer. Each member of the RC is entitled to one (1) vote in deciding the matters deliberated in the meeting. The decision that gains the majority votes shall be the decision of RC. In the event of an equality of votes, the Chairman of RC shall be entitled to a casting vote.

The circular resolution approved in writing by minimum three (3) members including the Chief Executive Officer, shall be valid and effectual as if it had been passed at a meeting of RC. The expression "in writing" includes approval by legible confirmed transmission by e-mail, facsimile or other forms of electronic communications.
Secretariat The Regulatory Policy & Advisory Division of Regulations shall be the Secretariat to RC.

The Secretariat shall be responsible for matters relating to RC, which among others are:-
Issuance of RC circular resolution in accordance with its approved process;
Preparation of Meeting Agenda in consultation with the Chairman of RC, and issuance of notice of meeting;
Distribution of meeting papers and preparation of minutes of meetings; and
Maintaining the record of the minutes of meetings and RC circular resolutions.
Appointment Process The Members of RC are determined by the Chief Executive Officer.
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