the foundation for achieving our missions Good governance: the foundation for achieving our missions Professor Dr Teo Soo Hwang PhD FASc OBE Chief Executive, Cancer Research Malaysia

RICH-POOR GAP LOSS OF JOBS GLOBAL CRIME HUMAN TRAFFICKING INTERNATIONAL TRADE RICH-POOR GAP ETC. ETC. ETC…

The role of civil society in saving humanity We make a living by what we get, we make a life by what we give ~Aristotle

How do we operate?

Why do we need good governance? Intended outcomes Comfort Confidence Control Working within an agreed framework provides comfort to Trustees/Directors operating on a largely voluntary basis Confidence to stakeholders/donors that resources are being managed in an ethical, effective and transparent manner Promotes clear accountability and better decision making at all levels, and strengthens management practices

Be clear about the role of the Board Risk and compliance Performance Management Strategy Succession planning Policy framework Stakeholder engagement

How do we achieve good governance? Board structure and composition Structure Roles and responsibilities Composition Board oversight practices Authority Timeliness of decision Independent Assurance Board administration and processes Terms of Reference Reporting practices Meeting management

Board structure and composition Board of Trustees Nomination Committee Audit and Finance Scientific Advisory Board Company Secretary Sets strategic direction Determines key policies Oversees governance Ensures organisation achieves its objectives Oversees its operations Assesses the appointment of new Trustees and key Management members Recommends measures to improve the effectiveness of the Board and Board Committees Oversees the performance evaluation and remuneration of key Management members Oversees CRM’s financial reporting practices Oversees the effectiveness of internal controls and risk management Oversees the conduct of the independent audit process Sets strategic direction for the scientific endeavours Provides advice scope, focus and appropriate investments

Board oversight practices 1. Strategy and Management 1.1 1.2 1.3 1.4 1.5 Long term objectives and strategy Annual operating budget Fundraising and income generation programme Number, purpose and mandate of bank accounts and other deposit media Court proceedings against and on behalf of CRM 2. Financial Reporting and Controls 2.1 2.2 2.3 2.4 2.5 Annual audited accounts Significant changes to accounting policies and practices CRM’s policies and procedures for internal control and the management of risk Operating expenditures above USDXXX Acquisition and disposal of fixed assets above USDXXX 3. Board Membership and Other Appointments 3.1 3.2 3.3 3.4 3.5 Appointment and removal of Trustees Membership and chairmanship of the Board and Board Committees Appointment, appraisal and dismissal of the CEO Appointment, re-appointment and removal of external auditors Appointment and removal of the Secretary 4. Remuneration 4.1 Salary and benefits of the CEO and other senior management staff 5. Delegation of Authority 5.1 Authorised delegated powers and limits to the CEO and/ or management 6. Performance Monitoring 6.1 6.2 Reports pertaining to the activities of CRM in furtherance with the charitable objects Reports on the financial performance of CRM against agreed budgets and strategy 7. Corporate Governance Matters 7.1 7.2 7.3 7.4 7.5 Changes to Corporate and Management Structure Calling of annual general meeting Changes to the structure, size and composition of the Board and Board Committees Procedures for the effective evaluation of the Board, Board Committees and individual Trustees Board Charter and/ or Terms of Reference of all Board Committees

Board administration and processes Board Composition Grid An aid that can used to identify gaps in the current Board composition Induction Process for New Trustees Key information and activities that would enable effective on-boarding of new Trustees Board Effectiveness Evaluation Process Board evaluation questionnaire that can be adopted to facilitate the review and assessment of Board’s performance Proposed Areas of Focus for Board of Trustees An aide memoire that can be used to facilitate effective questioning and challenge by the Board on pertinent matters

, and civil societies Governments have the skills and resources to build a more robust global community. , businesses Alone, we can’t. Good governance gives the assurance we will get there.

Thank You E info@cancerresearch.my Cancer Research Malaysia reversecancer F +603 2712 3225 Cancer Research Malaysia W www.cancerresearch.my @cancerresearchmalaysia Thank You Thank you