Corporate Governance

The Board

The Board is responsible for creating value for shareholders, determining strategy, investment and acquisition policy, approving significant items of expenditure and for the consideration of significant financing and legal matters.

The Group is currently led and controlled by a Board, chaired by Mr. Gopinath Pillai and comprising of the Chairman, and two Executive Directors – Mr. Haider M. Sithawalla, CEO and Dr. Sam Malafeh, Deputy CEO, and 5 Non-Executive Directors.

The Board considers that the Non-Executive Directors each have specific expertise and experience, materially enhancing knowledge and judgment to contribute to the overall performance of the Board. Click here to see the biographies of the Board of Directors.

From Board
Personnel
  • Gopinath Pillai
  • Ramasamy Jayapal
  • Wee Hock Kee
  • Navin Khattar
  • Sabin Joshi
  • Nadir Ali Zafar
Board Title
Designation
  • Chairman
  • Non-Executive Dir.
  • Non-Executive Dir.
  • Non-Executive Dir.
  • Non-Executive Dir.
  • Non-Executive Dir.
Audit & Risk
Committee Title
  • Member
  • Member
  • Chairman
  • Member
Remuneration
Committee Title
  • Member
  • Member
  • Chairman
  • Member
 -

Audit Committee

The purpose of the Audit & Risk Management Committee, which is chaired by Mr. Wee Heck Wee, is to provide formal and transparent arrangements for considering how to apply the financial report and internal control principles set out in the Combined Code, and to maintain an appropriate relationship with the Company’s auditors. The key terms are as follows:

  • to monitor the integrity of the financial statements of the Company and any formal announcement relating to the Company's performance
  • to monitor the effectiveness of the external audit process and make recommendations to the Board in relation to the appointment, re-appointment and remuneration of the external auditors
  • to keep under review the relationship with the external auditors including, but not limited to, their independence and objectivity
  • to keep under review the effectiveness of the Company's financial reporting and internal control policies and systems and to review, at least annually, the need for an internal audit function

Remuneration Committee

The purpose of the Remuneration Committee, which is chaired by Mr. Navin Khattar, is to establish a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual Non-Executive Directors. The key terms are as follows:

  • to determine and agree with the Board the framework or broad policy for the remuneration of the full-time Executive Directors
  • to determine the total individual remuneration package of each full-time Executive Director including, where appropriate, bonuses, incentive payments and share options
  • to determine targets for any performance-related pay schemes and
  • to determine the policy for and scope of pension arrangements for Non-Executive Directors

Articles and Memorandum of Association

  • Articles of Association
  • Memorandum of Association.

International Financial Reporting Standards (“IRS”)

The financial statements of Malvern International plc are being prepared in accordance with applicable IFRS as adopted by the European Union.