A guided playbook to lift confidence

AT the recently concluded Institutional Investors Council Malaysia’s Corporate Governance Conference 2026, much of the discussion was centred on the boards’ role in boosting investor confidence as well as how we could equip boards today with the right talent pool.

This week’s column will look into some issues that were highlighted, which are more board-centric as well as related to the MY Value Up programme.

Old school

Under the MY Value Up programme, some 88 companies with a market capitalisation of more than RM4bil, representing some 82% of the total market capitalisation, were chosen to lead the initiative.

Among these 88 companies, the board composition is telling, as there are 339 independent non-executive directors. Interestingly, with 76% of them in the aged category – that is, more than 60 years of age – there is an increasing trend that we are stuck in the old-school mentality as to how the board is governed, chaired, or even run.

With technological advancement and a changing global landscape, a board member today will be hard-pressed not only to perform but also to contribute positively.

This will be made difficult if a board member is not able to keep up with industry dynamics, and how the world has changed and is evolving.

One of the key issues today is how board or board committee meetings are conducted.

The pressing need among most board members is not just about the time commitment involved in attending board meetings, but also about the time needed to prepare for them.

Board or board committee meetings are not a time for members to read or glance through board papers but, more importantly, for the board to deliberate on matters that are clearly important and should be discussed with the utmost urgency, focus, and with a clear direction and a decision-making process that is well documented.

The old ways of conducting board meetings should be redefined to include important agenda items that address the company’s business model and future direction, and not merely going through the motions.

Board meetings must be conducted with efficiency in mind, and board papers must be prepared well in advance and circulated in full and in time for board members to read them well before the meeting – preferably five working days before the scheduled meeting date.

Management plays a key role in ensuring that this is done within the time frame to ensure board and board committee meetings are conducted efficiently.

Matters arising should also be addressed beforehand with a written response from management, and only important matters should then be discussed at board or board committee meetings.

This will allow board and board committee meetings to be conducted more efficiently, with meeting papers taken as read. There is really no point in going through every page of the board papers unless there is an urgent need for matters to be addressed, and these must then be brought to the attention of the board or board committee.

Time limit

How a board or board committee meeting is conducted is really dictated by the chair.

The chairperson must be able to conduct board meetings efficiently, as time is of the essence due to the limited attention span that one could have if a meeting is dragged on for far too long.

There must be a time limit for board and board committee meetings. This includes limiting the duration of each board and board committee meeting to a maximum of not more than two hours for the former, and not longer than one to one and a half hours for the latter.

With the streamlining of how board and board committee meetings are conducted, members will have more time to deliberate on matters that are significantly more important for the success or failure of a company’s future and direction. Boards and board committees should not be wasting time discussing issues from the past but should focus on the road ahead.

The rear-view mirror is simply a reminder of the past, but what is more important is the road and journey ahead.

Board’s agenda

A board equipped with the right skill set should be able to chart the company’s future decisively, and with the help of the MY Value Up Guidebook, board members can now chart the company’s future.

This is not only based on the key financial metrics that are well spelt out but also on the decisive action plans that the board is going to take to ensure it is able to deliver on its promise.

Although adherence to, or delivering on, what MY Value Up demands remains voluntary, having it as a board agenda item and spelling it out in the company’s annual report would indeed be a very positive and bold step towards meeting the key financial metrics.

This would then lift market valuations as well as investors’ confidence in the company.

The targets set are also key performance indicators for the board to manage, track, review, or revise if there are unusual circumstances that warrant such revisions.

A quarterly review of business strategy and peer comparison is another important agenda item that board members should take time to discuss, evaluate, review, and help the company navigate.

With the advent of artificial intelligence, volatility in market conditions, a changing business landscape, and even geopolitical factors, having a quarterly business strategy agenda with the input of all board members becomes more crucial than ever.

Capital management

It is often said that while Malaysian companies do relatively well when compared to peers in the region, our ability to generate better returns on assets seems lacking.

While our return on equity is also weak, it is return on assets that is of concern.

Take a look at most companies’ balance sheets (other than those of banks or financial institutions); it does seem, in general, that Malaysian listed companies tend to have a larger amount of cash than necessary, which indirectly translates into an inefficient balance sheet structure, as the debt-to-equity ratio is relatively low and not at an optimum level.

The deployment of capital to generate acceptable shareholders’ returns is paramount for any company, as idle cash earning bank deposit returns is a no-brainer.

Hence, the board must make it a point to address balance sheet issues to ensure the company’s cash resources, capital management plans, and capital structure are as efficient as possible.

One of the key incentives is, of course, share buyback programmes, and there must be a push for these 88 companies to declare upfront their intended annual share buyback and not just seek shareholders’ mandate at a general meeting to carry out share buybacks.

Similar to the United States, announcing a share buyback programme also has a signalling impact on the market, but most importantly, it is to cancel these repurchased shares to improve valuations.

This will have an impact on the company’s share price, which indirectly helps the key benchmark index to move up over time.

The MY Value Up programme requires Malaysian key listed companies to adhere to a guided playbook that will lift investors’ confidence and market values.