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Corporate Governance Blueprint 2011
Towards Excellence in Corporate Governance

Suruhanjaya Sekuriti Malaysia 3 Persiaran Bukit Kiara Bukit Kiara 50490 Kuala Lumpur Malaysia Tel: 603-6204 8000 Fax: 603-6201 5078 www.sc.com.my

Copyright © July 2011 Securities Commission Malaysia

All rights reserved. No part of this publication may be reproduced, stored in or introduced into a retrieval system, or transmitted in any form or by any means (graphical, electronic, mechanical, photocopying, recording, taping or otherwise), without the prior written permission of the Securities Commission Malaysia.

Perpustakaan Negara Malaysia Corporate governance blueprint 2011 : towards excellence in corporate governance Bibliography : p. 77 ISBN 978–983–9386–67–7 1. Corporate governance--Malaysia. 2. Industrial management. 1. Suruhanjaya Sekuriti Malaysia. 658.4009595

Cataloguing-in-Publication Data

This book is printed using eco-friendly recyclable and bio-degradable paper

CONTENTS
FOREWORD BY MINISTER OF FINANCE II, MALAYSIA MESSAGE FROM CHAIRMAN OF THE SECURITIES COMMISSION MALAYSIA INTRODUCTION
CHAPTER 1 v vii

1 5

SHAREHOLDER RIGHTS
CHAPTER 2 13

ROLE OF INSTITUTIONAL INVESTORS
CHAPTER 3 21

THE BOARD’S ROLE IN GOVERNANCE
– – – – ROLES AND RESPONSIBILITIES INDEPENDENCE OF THE BOARD COMPOSITION OF THE BOARD COMMITMENT OF BOARD MEMBERS 43

CHAPTER 4

DISCLOSURE AND TRANSPARENCY
CHAPTER 5 53

ROLE OF GATEKEEPERS AND INFLUENCERS
CHAPTER 6 61

PUBLIC AND PRIVATE ENFORCEMENT IMPLEMENTATION ACRONYMS AND ABBREVIATIONS REFERENCES ACKNOWLEDGEMENTS
69 75 77 79

FOREWORD by YB DATO’ SERI AHMAD HUSNI HANADZLAH Minister of Finance II, Malaysia

Malaysia is transforming itself into a high-income nation by 2020. The New Economic Model (NEM) and the Economic Transformation Programme (ETP) provide the economic framework to significantly increase

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