Board Charter

Introduction The Board of Directors ("the Board") is committed to ensuring that good corporate governance is practiced throughout the Group as a fundamental part of discharging its responsibilities to protect and enhance shareholder value and the long-term financial performance of the Group.

The Board acknowledged and welcome the implementation towards achieving the objectives of the recommendations of good governance as set out in the Malaysian Code on Corporate Governance 2021 ("MCCG").

The Board Charter sets out the principles of the operation of the Board of the Company and to describe the roles, functions and responsibilities of the Board and those functions and responsibilities delegated to management.

Read more
Appendix A
Appendix B
Appendix C

Nomination and Election Process of Board Members

Re-election of Directors In accordance with the Articles of Association of the Company, all Directors who are appointed by the Board are subject to re-election at the next Annual General Meeting immediately after appointment and at least one third (1/3) of the Directors are subject to re-election by rotation at each Annual General Meeting. The Articles of Association also provide that all Directors shall retire at least once in each three (3) years.

Whistle Blowing Policy

The Board of Directors (the Board) is committed to achieving and maintaining the highest standard of work ethics in the conduct of business in line with the code of ethics & conduct and good corporate governance practices, the Company and its subsidiaries (the Group) encourage its employees to report suspected and/or known misconduct, wrongdoings, corruption and instances of fraud, waste, and/or abuse involving the resources of the Group.

Read more

Annual Assessment And Remuneration Policy

The Nominating Committee will carry out annually for assessing the effectiveness of the Board as a whole, the Committees of the Board and for assessing the contribution of each individual Director.

The Performance Sheet on the Board and Board Committees and Individual Peer will be completed by all Directors annually and tabled at the Nominating Committee Meeting.

Read more

Code Of Ethic And Conduct

In line with good corporate governance practices, the Board of Directors (the Board) is committed to create a corporate culture within the Group to operate the businesses of the Group in an ethical manner and to uphold the highest standards of professionalism and exemplary corporate conduct.

This Code of Ethics and Conduct ("Code") sets out the standards which the Directors and Employees of the Group are expected to comply in relation to the affairs of the Company's businesses when dealing with each other, shareholders and the broader community.

Read more

Corporate Disclosure Policy

The Board of Directors (the Board) is committed to provide accurate, clear, timely and complete disclosure of material information pertaining to the Company's performance and operations to shareholders, investors and the public generally.

In formulating this policy, the Company has taken into account the recommendations contained in the Malaysian Code on Corporate Governance (MCCG) 2012 and its disclosure obligations contained in the Listing Requirements of Bursa Malaysia Securities Berhad.

Read more

Sustainability Policy

The Company and its subsidiaries (the Group) are committed to achieving sustainable development and establishing, promoting and maintaining a culture of sustainability and environmental and social responsibilities in all aspect areas.

Read more

Anti-Bribery and Corruption Policy

YNH Property Bhd ("YNHP") and its subsidiaries ("Group") are committed to conducting business dealing with honesty, integrity and transparency. The Group has adopted a zero-tolerance approach against all forms of bribery and corruption.

Read more

Audit Committee Terms of Reference

Objectives The primary function of the Audit Committee ("AC" or "Committee") is to assist the Board in fulfilling the following oversight objectives on the Group's activities:
a) Assess the Group's processes relating to its risks and control environment;
b) Oversee financial reporting;
c) Evaluate the internal and external audit processes;
d) Reviewing and recommending an appropriate risk management strategy so as to ensure that business risks are effectively addressed by the Group; and
e) Reviewing the adequacy and completeness of the Group's risk management process and recommending improvements where required.

Read more

Nominating Committee Terms of Reference

Objectives In accordance with the MCCG, the Nomination Committee ("NC" or "Committee") is set up to recommend candidates to the Board. The final decision on the appointment of any of the Directors shall be made by the Board.

The NC shall be responsible in ensuring the appropriate Board balance and size, and that the Board has a required mix of skills, experience and other core competencies. Based on the process and procedures laid out by the Board, the NC shall annually carry out and ensure proper documentation of all assessments and evaluations on the effectiveness of the Board, the Board Committees and the contribution of each individual Director.

Read more

Remuneration Committee Terms of Reference

Objectives The Remuneration Committee ("RC" or "Committee") is set up to review and recommend to the Board a formal and transparent policy on executive remuneration and for fixing the remuneration packages of individual directors, including management development and succession plans.

Read more

Shareholder's Rights relating to General Meeting

The AGM The Annual General Meeting which is held each year (not later than 30 June each year), provides a means of communication with shareholders. A copy of the Annual Report and notice of AGM are sent to all shareholders at least twenty-one (21) days before the AGM. Members of the Board as well as the Auditors of the Company are present to answer questions raised at the meeting.

Each item of special business included in the notice of meeting will be accompanied by a full explanation of the effects of the proposed resolution. Separate resolutions are proposed for substantially separate issues at the meeting.

Shareholders are also informed and invited to attend any Extraordinary General Meetings through circulars and notice of meeting where the Board is available to respond to shareholders' questions during the meeting.

The Chairman has the responsibility to inform the shareholders of their right to demand a poll vote at the commencement of the general meeting. Where required by regulations, substantive resolutions would be put to vote by poll.

At all times shareholders may contact the Company through the Company Secretary for information.

Fit and Proper Policy for Directors

Introduction The Fit and Proper Policy (the "Policy") sets out the approach to assessment of fitness and propriety of Responsible Persons in YNH Property Bhd ("YNHP" or "the Company") and its subsidiaries ("YNHP Group" or "the Group") to ensure they have the character, experience, integrity, competence and commitment of time to effectively discharge their roles and responsibilities which includes diligence, honesty and judgement to perform properly the duties of that position, in tandem with good corporate governance practices.

Read more