Corporate Governance
QL’s corporate governance framework is built on the philosophy of stewardship.
Integrity, transparency and accountability are the cornerstones that guide us. These values are underscored by our commitment to our mission of providing nourishing products from agro resources, constantly refining our processes to increase efficiency, and benchmarking our performance via regular analysis.
We uphold ethical practices in all that we do, and hold self accountable to meet the set standards.
The Board’s stewardship and discharge of duty is fundamental in safeguarding and enhancing shareholders’ value, as well as the holistic performance of the Group.
This Board Charter defines the respective roles and responsibilities, and functions of QL’s Board of Directors, both individually and collectively, in setting direction, management and control of the organisation.
Board Charter
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QL periodically reviews our practices with reference to the Malaysian Code on Corporate Governance 2017. Evaluation of the Board’s performance are conducted to promote continued good governance.
To perpetuate the Group’s vision of creating value for all, we take it upon ourselves to monitor the performance and commit to improving it for shareholders’ benefit.
Policy & Guidelines
Shining the path of Corporate Governance is our Policy and Guidelines developed and refined through the years of our operations.
These policies are reviewed regularly and updated as and when the regulators and governing bodies introduce new amendments.
DownloadAt QL Group, ethical conduct is the foundation of everything we do. Our COBEC sets clear and uncompromising standards for integrity, professionalism and responsible behavior across all operations.
COBEC reinforces our Zero-Tolerance stance against corruption, including bribery and unethical practices, and serves as a cornerstone of our broader Anti-Bribery and Anti-Corruption (ABAC) efforts. This commitment is anchored by COBEC that guides our Directors, Officers, Senior Management and Employees in upholding the highest standards of business ethics and conduct. As part of this commitment, all Directors and Employees are required to formally acknowledge and sign the COBEC at regular intervals.
DownloadAt QL Group, ethical conduct is the foundation of everything we do. Our COBE sets clear and uncompromising standards for integrity, professionalism and responsible behavior across all operations.
COBE reinforces our Zero-Tolerance stance against corruption, including bribery and unethical practices, and serves as a cornerstone of our broader Anti-Bribery and Anti-Corruption (ABAC) efforts. This commitment is anchored by COBE that guide our external partners (i.e. Suppliers and Business Associates) in upholding the highest standards of business ethics. Suppliers and Business Associates include suppliers, associates, joint venture partners, business partners, contractors, sub-contractors, consultants, distributors, agents or to any party providing goods or performing work or services for or on behalf of QL Group. As part of this commitment, all external partners are required to formally acknowledge and sign the COBE.
QL Group conducts structured risk assessments on its new and existing partners to evaluate their level of compliance and alignment with Group’s expectation. Based on the outcome of these assessments, periodic reminders regarding the COBE are issued to reinforce awareness and adherence. Partners identified as high-risk are subject to enhanced compliance requirements and closer monitoring to ensure sustained commitment to integrity, accountability, and responsible business conduct.
DownloadDownloadDownloadHuman Rights & Labour StandardsDownload
Board and Senior Management Diversity PolicyDownload
DownloadRemuneration Policy For Directors and Senior ManagementDownload
Corporate Disclosure PolicyDownload
QL has a zero-tolerance policy in all our dealings internally and externally. The Board of Directors is committed to ensure QL fosters an environment in which integrity and ethical behaviour thrive. This is achieved through an independent, dedicated channel which allows for the exposure of any violation or improper conduct or wrongdoing within the Group, without repercussion.
An employee who makes a report of improper conduct in good faith shall not be subject to unfair dismissal, victimisation, demotion, suspension, intimidation or harassment, discrimination, any action causing injury, loss or damage or any other retaliatory actions.
Whistleblower PolicyDownload
Directors’ Fit And Proper PolicyDownload
Conflict of Interest Policy and ProcedureDownload
Related Party Transactions and Recurrent Related Party Transactions Policy and ProcedureDownload
On 29 May 2025, the Board approved the Group’s enhanced Anti-Bribery and Anti-Corruption (ABAC) Framework, replacing the previous Anti-Bribery Framework. The ABAC Framework is designed to specifically address and mitigate a broad spectrum of actions and behaviours deemed corrupt under the applicable laws of each jurisdiction where the Group operates.
The ABAC Framework is underpinned by the ABAC Policy, which reinforces the Group’s Zero-Tolerance stance against bribery and corruption. It sets clear expectations for ethical conduct, outlines procedures for identifying and managing bribery and corruption risks, and reaffirms our commitment to full compliance with all applicable laws on bribery and corruption.
Anti-Bribery and Anti-Corruption PolicyDownload
The section below features comprehensive details of the ABAC Framework.
Anti-Bribery and Anti-Corruption
QL Group maintains an unwavering Zero-Tolerance stance against bribery and corruption in all its forms. This commitment is deeply embedded across every level of our organization and extends to all internal and external stakeholders.
A comprehensive Anti-Bribery and Anti-Corruption (ABAC) Framework is designed to proactively address and mitigate a broad spectrum of corrupt practices in accordance with the laws of each jurisdiction in which it operates. These include, but are not limited to, bribery, embezzlement, fraud, collusion, theft, money laundering, extortion, breach of trust, abuse of position, and trading under influence. Additionally, all external stakeholders engaging with the Group are expected to conduct any business dealings with the highest standards of integrity, transparency and ethical conduct. QL Group has no political affiliations and it shall not make any political contribution or donation to any political parties. Prior to any formal engagement, QL Group conducts due diligence on external stakeholders to access their integrity, compliance and alignment with the Group’s ethical standards.
The ABAC Framework is developed in alignment with the T.R.U.S.T Principles outlined in the Malaysian Anti-Corruption Commission (MACC) Guidelines on Adequate Procedures. It serves to reinforce QL Group’s unwavering commitment to transparency, accountability and ethical conduct across all facets of our business operations.
The T.R.U.S.T Principles are summarized as follows:
Enterprise Risk Management (ERM)
The Group’s Enterprise Risk Management (“ERM”) Framework is principally aligned with ISO31000:2018 – Risk Management Guidelines (“ISO31000”). The Framework has adopted the ISO31000 principles, which formed the foundation and provide guidance for an effective risk management process at all levels.
The ERM Framework outlines a structured and comprehensive approach to managing risks across the Group encompassing Economic, Environmental, Social, Governance and Technology (“EESGT”) aspects. Internal controls are designed to address and manage the identified risks.
The Board of Directors (“BOD”) is primarily responsible for overseeing the Group’s risk management framework and reviewing the effectiveness of the overall risk management process. The BOD delegates risk oversight to the Risk Management Committee (“RMC”), which includes review of the Group’s risk profiles and organizational performance. The committee’s terms of references are stipulated in the Board Charter.
RMC comprises seven (7) members, majority of whom are Independent Non-Executive Directors, is supported by various sub-committees. Illustrated below is the risk management reporting structure where risks are being systematically identified, evaluated, monitored and reported on a timely manner. They are promptly mitigated through the establishment and implementation of effective relevant controls.
The effectiveness of risk management system is subject to review by the outsourced internal auditors to provide independent assessment and perspective to the Audit Committee.
The key features of the Group’s risk management and internal controls are being disclosed in the Statement on Risk Management and Internal Control (“SORMIC”).
Additionally, risk assessments are conducted on sustainability-related matters to ensure that key risks and opportunities are proactively managed. Project IFRS S2, which involves a structured climate risk assessment aligned to TCFD Framework and IFRS S2 Standard, has been initiated. Physical and transition risks as well as opportunities, have been identified, with appropriate internal controls or action plans being developed.
Management is currently in Phase 2 of Project IFRS S2, which entails a more comprehensive assessment of climate-related financial impacts through scenario analysis and financial modelling. The assessment will be data-driven and the response to the identified risks will consider long-term business resilience.
A Crisis Management Framework and Plan have been established to enable a structured and coordinated responses to unexpected events across the Group, including climate-related event such as floods. This initiative aims to ensure the continuity the Group’s business operations.
Statement of Risk Management and Internal Control (“SORMIC”)
Board Charter
The Board of Directors has formalised its Board Charter as part of its Governance Model Document.
Corporate Governance Report
A comprehensive evaluation of the Board’s performance is periodically conducted to promote continued good governance with reference to the Malaysian Code on Corporate Governance 2017.
Whistleblowing
The Board of Directors is committed to ensure an environment where integrity and ethical behaviour is maintained.
Policy and Guidelines
To perpetuate our vision of creating value for all, we take it upon ourselves to internalise and practise industry best standards.