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The Institute of Corporate Directors Malaysia (ICDM) promotes excellence in governance as we believe that Governance is a key driver of sustainability. By equipping directors with the right skills, knowledge and mindset, ICDM aims to enhance the professionalism and effectiveness of boards. ICDM offers a comprehensive suite of board advisory and consultancy services, and runs a series of development and advocacy programmes to build a robust corporate governance culture in Malaysia. Established by the Securities Commission (SC) Malaysia and supported by Bank Negara Malaysia, Bursa Malaysia and the Capital Market Development Fund, ICDM serves as the national institute of directors and aims to be the leading influence of excellence in governance.

ICDM plays a vital role in contributing to SC Malaysia’s three-pillar approach to market regulation - regulatory discipline, market discipline and self-discipline. ICDM focuses on the reinforcement of self-discipline amongst board members, complementing market and regulatory disciplines by developing boards through continuous elevation of skills and knowledge to maintain exemplary governance standards.

 

ICDM’s five strategic objectives are

  • Developing professional competence of directors with stronger governance competencies, knowledge and strategic leadership qualities
  • Building a sustainable pipeline of diverse and capable directors, attracting in-demand talents into the pool
  • Providing a holistic platform in building and supporting a professional board career, networking and directorship opportunities
  • Representing directors’ interests by lobbying and advocating on issues affecting directors and the marketplace
  • Promoting R&D on the law and the sustainable practice of good corporate governance

 

As the one-stop centre that caters for all board and director needs, ICDM strives to promote high standards of corporate governance amongst boards through public and in-house professional development programmes, board effectiveness evaluation, executive coaching & mentoring, director sourcing and placement services and offering advisory and advocacy services on matters affecting directors’ interests. ICDM is also working on connecting with directors regionally as well as globally through collaborative initiatives.

Since the start of the first restricted movement imposed by the government in 2020, ICDM activated its virtual solutions through various programmes such as bespoke and public training programmes, webinars and ICDM’s signature “PowerTalk” to help over 4,000 local and international participants respond to the crisis effectively and support continuous learning during uncertain and challenging times.

 

ICDM’s professional development programmes comprise a suite of in-person and virtual programs based on the ICDM Director Competency Framework that promotes effective knowledge, skills and mindsets required by Directors to perform to consistently high standards of professional competence and include:

  • Introduction to Corporate Directorship
  • The Role of the Non-Executive Director
  • The Role of Audit/Risk Management/Nomination & Remuneration Committee
  • The Role of the Board in Strategy & Risk Management Oversight
  • Financial Language in the Boardroom
  • Talent Management & Succession Planning
  • Digital Upskilling for Boards
  • Reputation & Crisis Management
  • Stakeholder Voice in the Boardroom

On the public sector front, ICDM is working with government ministries and agencies in Malaysia to elevate the skills and competence of public officials in their capacity as board directors on the boards of government-linked companies, state-owned enterprises, statutory bodies and public entities.

 

WHY ICDM?

ICDM is the only national Institute of Directors in Malaysia and is recognised and supported by the key regulators.

ICDM promotes self-governance amongst directors. To support the continuous professionalisation of corporate directors and to enhance the effectiveness of boards, the SC Malaysia has introduced objectives such as the strengthening of the corporate governance ecosystem through the establishment of ICDM.

ICDM offers a suite of services designed to spur sustainability-driven governance and enhance board and director effectiveness which includes programmes for Directors Education & Development, Board & Director Effectiveness Evaluation, Competency-based Director Sourcing to fill gaps, Coaching and Mentoring, Research & Advocacy and Membership.

 

The One-Stop Centre for All Board and Director Needs
Figure 1: The One-Stop Centre for All Board and Director Needs

Board of Directors
Tan Sri Zarinah Anwar, ICDM(F)

Chairman, appointed on 28 March 2018

Tan Sri Zarinah brings with her legal, corporate, and regulatory experience from the many years spent in the corporate sector and public service.

She is the former Chairman of the Securities Commission Malaysia (SC), a position she held for six years until her retirement in March 2012. She was before this, the SC’s Deputy Chief Executive from December 2001.

During her tenure at the SC, Tan Sri Zarinah had focussed efforts to establish a sound corporate governance culture amongst public listed companies, closing gaps and elevating standards by encouraging the integration of principles, ethics & values into the decision-making process as well as ensuring board diversity to promote inclusive growth. She served as Vice Chairman of the Emerging Markets Committee of the International Organisation of Securities Commissions and was a member of the Monitoring Board of the IFRS Foundation, established to enhance the public accountability of the Foundation. She also served two terms as Chairman of the ASEAN Capital Markets Forum, a network of capital market regulators established under the auspices of the ASEAN Capital Finance Ministers Forum to promote the development of ASEAN capital markets. She was a member of the Board of Directors of Institut Integriti Malaysia from 2004 to 2012.

Tan Sri Zarinah began her career in the Malaysian legal and judicial service, where she served as a magistrate, senior assistant registrar and solicitor in the Public Trustee Department and in the Attorney General’s Chambers. She joined Shell Malaysia in 1979, where she spent 22 years in various capacities across the company’s business interests in Malaysia. She headed the legal, human resources, corporate affairs and HSE functions of Shell Malaysia as well as an integral member of its business re-engineering team and oversaw Shell Malaysia’s organisational effectiveness function. Tan Sri Zarinah was also a member of the boards of directors of several Shell entities in Malaysia as well as the Group's Global Diversity Council. She retired as Deputy Chairman of Shell Malaysia in 2001 to join the SC.

Tan Sri Zarinah is currently a member of the Boards of Trustees of the Razak School of Government, Yayasan Hasanah, Amanah Warisan Negara and the Jeffrey Cheah Foundation.

She is also a Pro-Chancellor of Universiti Teknologi MARA, Chairman of Universiti Malaya and a member of the Board of Trustees of the Oxford Centre for Islamic Studies, United Kingdom.

She had also served as Chairman of Malaysia Debt Ventures Berhad, a director of PETRONAS and Permodalan Nasional Berhad, a member of the Academic Advisory Council of Universiti Teknologi PETRONAS and a member of the Advisory Board of the Emirates Securities and Commodities Authority.

An advocate of gender diversity, Tan Sri Zarinah is a Founding Chairman of the 30% Club Malaysia Chapter, a business campaign to help drive higher women representation in leadership positions and on corporate boards.

Tan Sri Zarinah holds an LLB (Hons.) from Universiti Malaya.

Dato' Seri Johan Raslan, ICDM(F)

Board of Director, appointed on 8 January 2018

Dato’ Seri Johan has over 35 years’ experience in auditing, accounting, business advisory and corporate governance.

Dato’ Seri Johan began his career with Robson Rhodes, Chartered Accountants in the United Kingdom from 1981 to 1990. He is a former Executive Chairman of PwC Malaysia. He worked in auditing and advisory for 10 years in London, and for 20 years in Kuala Lumpur. He retired from PwC in 2012.

Johan holds a Bachelor of Economics (Hons.) degree in Economics and Accountancy from the University of Hull, United Kingdom. He is a Fellow of the Institute of Chartered Accountants in England & Wales (ICAEW), a member of the Malaysian Association of Certified Public Accountants (MICPA) and the Malaysian Institute of Accountants (MIA). He was the President of the Malaysian Institute of Certified Public Accountants from 2011 to 2012. He is also an Eisenhower Fellow.

Johan is currently a director of Sime Darby Property Berhad and a board member of the Audit Oversight Board. He was previously a board member of two other companies listed on Bursa Malaysia, a statutory body, a government pension fund, and a charity organisation. He had served the government in several roles, including as Chairman of the Financial Reporting Foundation.

An advocate of gender diversity in the boardroom, Johan also works with the CEO Action Network and Climate Governance Malaysia and the ASEAN Climate Governance Network on the issue of Climate Change. He has been involved in Corporate Governance issues since 2000, when he assisted the Securities Commission with the roll-out of the first Malaysian Code on Corporate Governance.

Dato’ Azmi Mohd Ali, ICDM(F)

Board of Director, appointed on 5 September 2017

Dato' Azmi bin Mohd Ali has over 36 years of experience in corporate and commercial law, M&As, projects, energy, oil and gas. His skills and abilities have been recognized by numerous international publications including Asia Law Profiles, Asia Legal Business and Legal 500.

As the founder and Senior Partner of Azmi & Associates (now with over 85 lawyers) since 2000, he has represented various companies in corporate, M&As, and cross-border transactions involving companies from overseas.

Prior to founding Azmi & Associates, he worked with Petroliam Nasional Berhad (PETRONAS) as an in-house counsel for over 6 years, as well as two other law firms, for 10 years, namely T. Tharu & Associates and Hisham, Sobri & Kadir.

Dato' Azmi holds a Bachelor of Law (LL.B) degree with honours from Universiti Malaya and Masters degree (LL.M) in the United States and International Business Law from Suffolk University, Boston.

He sits on the Board of Directors of various organizations including S P Setia Berhad, Maybank Islamic Berhad, Sapura Energy Berhad, Worldwide Holdings Berhad, Terralex (the world's second largest law Independent Network) and is a member of Bursa Malaysia Appeals Committee. He was recently appointed as director for UMW Holdings Berhad with effect from 1 April 2022.

He has also served as a director for UiTM Holdings Sdn Bhd, Universiti Malaysia Kelantan, Putra Business School and as a member of the Financial Reporting Foundation.

Dato' Abdul Aziz Abu Bakar, ICDM(F)

Board of Director, appointed on 19 July 2017

Dato’ Aziz brings with him decades of experience in Business, Corporate and Human Capital Development.

He was the first CEO of the Malaysian Directors Academy (MINDA), a position he held for 7 years, from 2009 to 2016. He was responsible for developing and conducting Director Programmes and Board & Director Effectiveness Evaluation.

He was the Executive Vice-President of the HR Division in RHB Bank Berhad, from 2001 to 2004 and the Chief Human Capital Officer in Telekom Malaysia Berhad, from 2005 to 2009.

Dato’ Aziz spent 20 years in Shell Malaysia, holding senior positions in Internal & Computing Audit, Marketing Economics, Sales, Supply & Planning, and HR divisions. In 1991 to 2004 he oversaw Shell’s business interests in Hong Kong and China from the head office in London. Later, he was General Manager of HR and Transformation for ASEAN upon his return to Malaysia.

He currently sits on the boards of Affin Bank Berhad, ALKHAIR International Islamic Berhad and Merchantrade Asia Sdn Bhd. He chairs the Nomination & Remuneration Committee of all these companies.

Dato’ Aziz’s previous board positions were at INTRIA Berhad (now UEM Builders) as Managing Director, Costain Group Plc, Rangkaian Segar Sdn Bhd and FCW Holdings Berhad.

He is the recipient of the National HR Leader Award in 2007 by the Human Resources Ministry and Malaysian Institute of HR Management. He was a regular international speaker invited by the World Bank Group and OECD to deliver talks on director and board effectiveness.

Dato’ Aziz holds a Bachelor of Economics (Hons.) from Universiti Malaya. He is also an alumnus of the Royal Military College.

Salleh Hassan, ICDM(F)

Board of Director, appointed on 19 July 2017

Salleh Hassan brings with him years of experience in corporate governance and professional education.

Salleh was the Director of Professional Standards & Qualifications with the Securities Industry Development Corporation (SIDC) from 2012 to 2019. He was also Director of Corporate Services from 2019 to 2020 before he resumed his original position until the present. He oversees initiatives and activities that lead towards strengthening the competency and capacity of professionals in the Malaysian capital market via the industry-wide competency framework (ICF), certification and qualification schemes.

As the subject matter expert on corporate governance, Salleh also leads in the development of curriculum, courses and industry insights initiatives. He was involved in a project to develop the ASEAN Corporate Governance Scorecard and thereafter, as the assessor of the Malaysian, Philippines and Vietnamese listed companies against the Scorecard. He also serves as an Associate and as a member of the adjudication committee for the corporate governance award by the Minority Shareholders Watchdog Group (MSWG).

Salleh served as a committee member of the Corporate Integrity System Malaysia initiative, the National Advisory Group for the Business Integrity Country Agenda (BICA) study by Transparency International (TI-Malaysia), the judging panel of the Malaysian Sustainability Reporting Award (MaSRA) organised by the Association of Chartered Certified Accountants (ACCA),  and the International Integrated Reporting Council Training Advisory Group.

He also advises corporations in their efforts to cultivate corporate governance culture and to develop effective sustainability reporting. He  regularly speaks on local and international platforms to directors and senior management of listed and unlisted companies, private and public sectors on corporate governance.

He was the Deputy Director of the Nottingham University Business School (Malaysia) between 2005 and 2009. He had published papers on financial reporting, accounting policy choice and corporate governance/sustainability issues and presented them at international conferences.

Salleh obtained a Bachelor of Business (First Class Hons.) in Accounting & Finance and a Master of Business (Accounting) from Edith Cowan University, Australia.

Maheswari Kanniah, ICDM(F)

Board of Director, appointed on 15 May 2020

Maheswari Kanniah, is currently the Executive Director/Group Chief Regulatory and Compliance Officer of Kenanga Investment Bank Berhad. She is an experienced regulatory and compliance person with more than 20 years in compliance, regulatory, governance, ethics, fraud investigation and risk management functions in a commercial bank, investment bank, futures, securities industry, asset management and private equity and 23 years in senior company secretarial functions of a listed company. She also serves as a member of the EXCO and Talent Management Committees of the Kenanga Group.

Recognised as a confidante to the Board of Directors and Management as a focal point of contact on issues relating to corporate principles, ethics and key regulatory areas. She has strong knowledge of the regulatory requirements of Bank Negara Malaysia (BNM), Bursa Malaysia (Bursa) and Securities Commission Malaysia (SC).

Mahes is currently the Executive Director/Group Chief Regulatory and Compliance Officer of Kenanga Investment Bank Berhad (“KIBB”). She serves as a Member of the Risk Management Committee of University Malaya, Council Member/Assistant Secretary of the Malaysian Association of Certified Fraud Examiners (MACFE) as well as Chairman of MACFE’s Membership Committee, Member of the Curriculum Review Committee of the Securities Industry Development Corporation and Mentor for both the Malaysia Australia Business Council and the 30% Women ClubMentoring Program.

She was instrumental in Kenanga’s corporate partnership with the Association of Certified Fraud Examiners (ACFE), the first company in Malaysia and Southeast Asia to partner with the ACFE. With 43 years in the financial industry, she has conducted various investigations in the capital market areas and AML.

On the national and community front, Maheswari was an active sportswoman. In the early 80s, she captained the Malaysian Hockey Team at various international games and represented the country in athletics. She also served previously as a Member of the Women and Sports Committee of the Olympic Council of Malaysia (OCM), Vice President of the Malaysian Hockey Confederation and a Member of the Finance Risk and Compliance Committee of the Federation of International Hockey. She currently serves as a Committee Member of the Association of the Malaysian Veterans Hockey Sultan Ahmad Shah.

She is a Fellow Chartered Secretary and Chartered Governance Professional of the Chartered Governance Institute, United Kingdom - FCIS (CS)(CGP) and the Malaysian Association of the Institute of the Chartered Secretaries and Administrators. She is also a Certified Fraud Examiner (CFE) registered with the Association of Certified Fraud Examiners, US, and a Chartered Banker (AICB/CB).

She also completed the Professionalism in Directorship Programme by the Malaysian Alliance of Corporate Directors (MACD) and the NAM Institute for the Empowerment of Women (NIEW) Women Directors’ Onboarding Training Programme, both in 2012.

Wan Nadiah Wan Mohd Abdullah Yaakob, ICDM (M)

Wan Nadiah is presently the Group Chief Executive Officer of TMC Life Sciences Berhad (TMCLS) and was appointed Executive Director of TMCLS since February 2019. She is also the Chief Executive Officer of Thomson Hospital Kota Damansara and Group Chief Corporate Officer of TMCLS since June 2017. She was appointed Executive Director of Thomson Medical Group Ltd in January 2022.

Prior to joining TMCLS and Thomson Hospital Kota Damansara, Nadiah was the Chief Operating Officer at Sunway Medical Centre after being promoted to Director of Business Development and Corporate Communications in October 2016. She started her career at The Boston Consulting Group in 2007 as an Associate Consultant before joining Sunway Group as Manager, Strategy and Corporate Development in 2010.

Nadiah holds an MSc. in Public Health (Nutrition) from the London School of Hygiene and Tropical Medicine, UK and an AB cum Laude in Biochemical Sciences from Harvard College, USA. She was nominated into the Forum of Young Global Leaders Class of 2020 and was elected the first female President of the Harvard Club of Malaysia in April 2022. She also serves as an Executive Committee member of the Breast Cancer Welfare Association Malaysia since March 2022.

Joel Neoh Eu-Jin, ICDM(M)

Joel Neoh has over 15 years of experience in management and investments of start-ups, disruptive technology and digital platforms across Asia; including e-commerce, digital media and financial technology.

He is the co-founder and currently the CEO of Fave, one of Southeast Asia's fastest-growing fintech platform enabling digital payments & merchant solutions.

In the past, Joel was one of the early founders of Groupon in Asia. Within 4 years, he grew the e-commerce platform into a USD$2 billion business with over 2,500 employees spanning 12 countries.

Joel also co-founded Says.com, a digital media platform that disrupted traditional media & advertising. The company merged with Rev Asia and went public on KLSE. Media Prima acquired Rev Asia in 2017 for RM120 million.

As a strong advocate for entrepreneurship, Joel is a board member of a few technology companies, actively mentors founders and has invested in over 20 technology start-ups across Asia.

Joel holds a Bachelor of Engineering (Hons) degree in Mechanical Engineering from Monash University. In 2016, he was awarded the Distinguished Alumni Award, and has been on the advisory board of the Monash School of Business.

He also attended Harvard Business School for the Program for Leadership Development, a fast track alternative to the Executive MBA; and is currently completing his Executive MBA with Tsinghua University, the No. 1 university in China.

Joel has received the Ernst & Young Emerging Entrepreneur of the Year Award, and was named Young Global Leader by the World Economic Forum.

Management
Michele Kythe Lim, President / CEO

Michele brings with her leadership and advisory experience on a wide spectrum of corporate governance and boardroom matters that includes board, committees and director effectiveness evaluation, competency development needs, remuneration and succession planning, legal and compliance, and corporate performance. Her passion in developing high-performing people has been the driving force in making her a forward-looking leader in the corporate sector.

Michele was Group Head, Corporate Secretarial and General Counsel for the last five years with IHH Healthcare Berhad, one of the largest listed healthcare providers globally. She oversaw legal, corporate secretarial and governance functions across several jurisdictions such as Singapore, Turkey, India, Asia Pacific, North Asia and the CEEMENA region while keeping watch on local matters. 

Some of the key areas she was instrumental on includes mergers and acquisitions, takeovers, joint ventures, corporate schemes, and operational matters. She was also on the Board of Directors on a subsidiary board and Chief Sustainability Officer in charge of sustainability reporting and practices for the Group. 

Prior to IHH, Michele spent six years from 2006 to 2012 at Malaysia’s national car manufacturer Proton Holdings Bhd where she held various positions in the Group Legal division, including Chief Legal Counsel. She was also board member of several Proton Holdings Berhad local and foreign subsidiaries and associated companies, member of the Group Management Committee, Management Audit Committee, Group Risk Management Committee, various project steering committees and task forces.

Upon leaving legal practice at Shook Lin & Bok where she specialised in the areas of banking, commercial/corporate, land and tort, Michele joined Pengurusan Danaharta Nasional Bhd in 1998 until 2005 as Assistant General Manager in its Legal Affairs and Risk Division. Here she oversaw negotiations in project conception, acquisitions of syndicated/bilateral domestic and foreign loans, club deals, share sale agreements, and risk participation agreements. 

Michele holds a LLB Hons degree from the University of Wales, Aberystwyth, UK (1991) and is a Barrister-at-Law at Middle Temple, London, England. She has been an advocate and solicitor of the High Court of Malaya since October 1993. She completed the Senior Management Development Programme of Harvard Business School in 2009, Professionalism in Directorship Programme by Malaysian Alliance of Corporate Directors (MACD) in 2012 and the NAM Institute for the Empowerment of Women (NIEW) Women Directors’ Training Programme in 2014. Michele is also a licensed company secretary.

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