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CATALYST
RECORD PROFITS FIRMER FOOTING DIGITAL TRANSFORMATION
Grew stronger in terms of performance, Well-positioned to embark on our next Wider spectrum of solutions to improve
value propositions and competitiveness. mid-term growth strategy plan. employee and customer experience.
PG 29 PG 11 PG 45
VIETNAM
LAOS
MYANMAR
PHILIPPINES
THAILAND
CAMBODIA
MALAYSIA
BRUNEI
SINGAPORE
INDONESIA
The cover depicts our operating footprint across ASEAN
and reinforces our commitment to connect our
customers, our people and partners to seamless financial
solutions, new markets, and opportunities for growth.
View our Annual Report, Accounts and other information about CIMB Group Holdings Berhad at
www.cimb.com
b
1
ABOUT
OUR REPORT
OUR REPORTS
At CIMB Group Holdings Berhad, we produce a range of corporate reports for the benefit
of our multiple stakeholders, mainly to equip them with critical information on the many
areas of our business operations and performance.
ANNUAL REPORT
AR/18
FS/18
SUSTAINABILITY REPORT
SR/18
2 A S E A N C A T A L Y S T
ABOUT THIS REPORT
“As a leading financial services provider, with presence in all the 10 ASEAN markets, one
of the key determinants of our continuing success is our accountability and commitment
towards our multiple stakeholders. At CIMB Group, our emphasis is on forging partnerships
of trust and strengthening our relationships by creating and delivering value. Our Annual
Report is a credible medium to not just disseminate information critical to our business and
growth, but to communicate with our stakeholders with integrity and transparency. It is our
sincere effort to present the growth story of CIMB Group and its people.”
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 3
C I M B G R O U P H O L D I N G S B E R H A D
ANNUAL
ANNUAL GENERAL MEETING
contents
GENERAL
MEETING 62nd Annual General Meeting of
CIMB Group Holdings Berhad
Grand Ballroom
First Floor
Sime Darby Convention Centre
WHERE
1A Jalan Bukit Kiara 1
60000 Kuala Lumpur
Malaysia
M o n d a y,
WHEN
22 April 2019
w w w . c i m b . c o m
4 A S E A N C A T A L Y S T
CIMB_AR/18
61 Credit Ratings
63 Balance Sheet Management
64 Investor Relations
69 Financial Calendar
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 5
Message from the
Chairman
“2018 marked a decade into the collapse of the Lehman Brothers and
the Global Financial Crisis. The banking sector continued to demonstrate
resilience, with emphasis on foundational aspects such as transparency,
risk governance, trust and integrity. With digitalisation, the emergence
of Industry 4.0, and sustainability, the traditional role as well as the
business model of banks seemed to require a paradigm shift – from
serving short and mid-term business and stakeholder interests to
generating long-term economic, environmental and social equity or
value. During the year, CIMB successfully completed the last mid-term
T18 strategy, leaving the Group stronger and well-equipped to future-
proof its people and business.”
6 A S E A N C A T A L Y S T
Datuk Mohd Nasir Ahmad
Chairman
Dear Stakeholders,
It is an honour and a privilege to deliver my first statement as Chairman of CIMB. I am fortunate to have
inherited an engine of growth, which has already built a strong foundation to emerge as a leading ASEAN
bank. The year 2018 was the grand finale year for the last mid-term “Target 2018 (T18)” project, which was
introduced in 2015. While I am the bearer of the good news, I take pride in the former leadership as well as
the Group’s efforts in delivering positive results. Even more exciting is the fact that right in my first year in
2019, I am part of a new direction, the new mid-term strategic roadmap Forward23 which will accelerate
growth and future-proof the organisation towards becoming “A Better CIMB”, supported by #teamCIMB.
Before I share the key highlights from 2018 and what’s coming in 2019, allow me to briefly share about our
operating landscape.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 7
Message from the Chairman
Meanwhile, digitalisation and rapid According to Boston Consulting Group (BCG), through bionic transformation, where banks fuse digital functionality
technological advancements and human interactions, retail banks can generate a 30% increase in net profit by 2020. The solutions that follow
contributed to the emergence of will help banks reshape distribution network, personalise value and redesign customer journeys whilst reducing
fintechs, which are deploying network and operating costs. These, in the long-run, could mean new market dynamics and competitive
frontier solutions such as advantages for the banking sector.
Blockchain as an alternative
platform to enable financial CIMB, despite all the extraneous factors, remained true to its T18 strategies and delivered positive performance
with focus and resilience.
8 A S E A N C A T A L Y S T
Message from the Chairman
The unprecedented change in government, even with a hint of optimism, For the benefit of our stakeholders, I would like to share some highlights
came with many uncertainties around the impending policy corrections, from the T18 period:
new regulations and sector-specific reforms. At organisational level, we saw
a similar change in our top leadership as well as our disposition towards
post-T18 growth plan. The year 2018 was the grand finale year for
implementation of our mid-term strategic roadmap, dubbed as T18.
We started our journey in 2015, with focus on four key pillars: strategic
initiatives, structure and governance, differentiation and optimisation,
and footprint and expansion. The underlying force for consistent and Customer Experience:
commendable progress year-on-year has been our Regional Operating
Model (ROM), which also created opportunities to diversify our risk, At CIMB Group, we leverage our ROM to consistently deliver CX, which is a
forge cross-border partnerships, and tap regional opportunities or key material topic as well as our differentiator across geographies. Our
synergies for growth. continuing efforts are towards improving CX by strengthening our
relationships with technology-savvy and globally connected customers.
The T18 goals and targets were hinged on 5 key levers – business In 2018, the strategic roll-out of bank-wide CX metric, i.e. Net Promoter
acceleration, cost and productivity, resiliency and future proofing, structure Score or NPS garnered the Top 3 Retail Bank position in Malaysia and
and governance, and culture. Overall, we delivered excellent performance Top 5 Retail Bank position in Indonesia.
in capital and RWA optimisation, with RM50.3 billion in cumulative RWA
savings as at September 2018. In addition, we also delivered excellence in In addition, we also focussed our efforts to implement Customer Journey
streamlining our equities business, improving branch productivity in our Mapping (CJM), to address the most critical issues and meet the rising
two biggest markets (Malaysia and Indonesia) and implementation of expectations of customers. During the year, we implemented 32 CJMs, with
Islamic 2.0. an internal cost saving/financial benefit of RM50.3 million. In addition, we
achieved 83% of the highly important 16 SLA indicators such as branch-
The ASEAN footprint expansion was one of our main goals for T18 and we wait time, call-handling time, complaint-resolution time & quality, and the
achieved this with the commencement of our CIMB Philippines digital retail overall time-to-market core products.
banking business in early December 2018. This represents the tenth and
last geographical milestone in CIMB’s ASEAN presence. We ended the year As a universal ASEAN bank, we endeavour to provide reliable, convenient
on a high note, with 61% income contribution from consumer and and greater access to finance by expanding our footprint, increasing our
commercial, and ROE at 11.4%. During the T18 period, CIMB also: distribution channels, as well as through innovative digital platforms. During
• Achieved transformational growth and operational improvements; the year, we registered 55.3% increase of digital customers active on CIMB
Clicks online banking portal.
• Outperformed most regional peers over 5 years;
• Maintained cost discipline and improved asset quality; and
• Sustained focus on prudent asset growth, cost and asset quality
management.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 9
Message from the Chairman
Witnessing the launch of CIMB Bank Philippines in January 2019: The first all-digital
and mobile bank in the country.
10 A S E A N C A T A L Y S T
Message from the Chairman
WAY FORWARD
The recalibrated structure from T18 placed us on a stronger footing for the
next mid-term strategy, Forward23, which is a two-pronged approach to
Sustainability: Accelerating Growth and Future Proofing. It will be about growth and
growing our business differently. Our efforts will be towards gaining new
As a leading universal bank and corporate citizen in ASEAN, we aim to competitive advantages in commercial and SME banking, besides
integrate environmental, economic, and social (EES) considerations into our improving our position in wholesale and leading in consumer banking.
risk assessment and demonstrate sustainability leadership by investing
resources and influencing our networks to ensure our business activities In all our key markets, we will take a differentiated approach, depending on
have a net positive impact on our existing and future stakeholders over the the maturity of our business in the respective countries as well as the
long term. specific needs of each market. For instance, we will capture more than
80% of incremental value from Malaysia and Indonesia over the next 5
In 2018, we have integrated Sustainability as one of the strategic pivots into
years. In markets such as Singapore and Cambodia, which have been
our Forward23 business roadmap. Our aspiration over the next 5 years is to
growing at ~30% CAGR during the period 2016-2018, we will maintain our
become a visible ‘shaper’ of sustainability practices in the ASEAN
current momentum. In Thailand, we will look at high-potential segments
community for strategic differentiation and future-proofing of the Group.
such as auto-loan, whereas markets such as Philippines and Vietnam will
While Malaysia and Indonesia will lead the way, the rest of our ASEAN
serve as our future growth pipelines.
champions will continue to contribute to the Group’s overall financial and
non-financial performance.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 11
12 A S E A N C A T A L Y S T
OVERVIEW OF CIMB GROUP
14 CIMB Overview
20 A Fond Farewell
FORWARD BANKING
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 13
O V E R V I E W O F C I M B G R O U P
CIMB
OVERVIEW
MARKET CAPITALISATION
CUSTOMER-CENTRIC
CIMB SHARE INFORMATION
We exist to serve our customers and we sell
products and services that our customers
understand and value.
Company Name Stock Name
INTEGRITY
STRENGTH IN DIVERSITY
We have respect for different cultures, we value Stock Code Ticker Code
varied perspectives and we recognise diversity
as a source of strength.
CIMB: MK
(Bloomberg)
31
SDN. BHD. (378993-D)
(formerly known as Symphony
Share Registrars Sdn Bhd)
Level 6, Symphony House
Pusat Dagangan Dana 1
31 DECEMBER Jalan PJU 1A/46
47301 Petaling Jaya
Selangor Darul Ehsan
Malaysia
14 A S E A N C A T A L Y S T
O V E R V I E W O F C I M B G R O U P
CIMB PROFILE
& PRESENCE
CIMB Group is a leading ASEAN
universal bank and one of the
region’s foremost corporate
advisors. It is also a world leader in
Islamic finance.
796
around 36,000 staff and around
14 million customers.
K
36
were Khazanah Nasional Berhad • IIndonesia
d i OTHER MARKETS
with 26.80%, Employees Provident • Thailand
Fund with 14.16% and Kumpulan • Singapore • China & Hong Kong
Wang Persaraan (Diperbadankan) • Cambodia • United Kingdom
with 6.84%. • Laos • India Staff
• Brunei • Korea*
• Vietnam • Sri Lanka
• Myanmar • United States of
• Philippines America* * Via CGS-CIMB Joint Venture
CIMB
CIMB CIMB CIMB THAI CIMB CIMB BANK CIMB
INVESTMENT
BANK NIAGA BANK ISLAMIC PLC VIETNAM
BANK
CIMB Bank is the CIMB Niaga is the CIMB is the Group’s CIMB Thai is the CIMB Islamic is the CIMB Cambodia is CIMB Bank
Group’s commercial Group’s banking investment banking Group’s banking Group’s Islamic the Group’s banking (Vietnam) Limited is
bank in Malaysia franchise in franchise which franchise in banking and franchise in the Group’s banking
with 259 branches Indonesia with 430 operates in 16 Thailand. It has financial services Cambodia, with 13 franchise in Vietnam.
across the country. branches across the countries across been listed on the franchise, with an branches across the Headquartered in
It has subsidiaries in archipelago. It has Asia Pacific. Stock Exchange of extensive suite of country. It offers a Hanoi and with a
Thailand, Cambodia been listed on the CGS-CIMB Thailand and is the innovative Shariah- wide range of branch in Ho Chin
and Vietnam, as well Indonesia Stock Securities, a 8th largest compliant products banking products Minh City, it offers a
as branches in Exchange since joint-venture with commercial bank in and services. It and services for wide range of
Singapore, 1989 and is the China Galaxy Thailand by assets, operates in parallel individuals, banking products
Philippines, London, sixth largest bank in International, is the with 85 branches with the Group’s businesses and and services for
Hong Kong, Indonesia by assets stockbroking arm nationwide and 1 universal banking corporates. individuals,
Shanghai and Laos at the end of 2018. for the Group overseas branch in platform. businesses and
and representative providing Vientiane, Laos. corporates.
offices in Yangon institutional and
and Mumbai. retail equity broking
services and
equities research.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 15
O V E R V I E W O F C I M B G R O U P
KEY HIGHLIGHTS
OF 2018
Refer to Group CEO’s Overview page 28. Refer to Sustainability Statement page 152.
Business
Highlights
16 A S E A N C A T A L Y S T
O V E R V I E W O F C I M B G R O U P
Financial
Highlights
Total Assets
Operating Income
RM 534 billion
RM 17 billion
Net Profit
Gross Loans
RM 5.6 billion
RM 346 billion
ROE
RM 380 billion
11.4%
^ Include investment accounts of customers and structured investments classified as financial liabilities designated at fair value through profit or loss and other liabilities
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 17
O V E R V I E W O F C I M B G R O U P
CORPORATE MILESTONES
AND OUR RICH HERITAGE
1974 2002
Pertanian Baring Sanwa CAHB takes a majority
Multinational Bank (PBSM) stake in Indonesia’s PT
established in Kuala Lumpur and Bank Niaga Tbk.
launched by Prime Minister Tun
Abdul Razak Hussein.
2006
CIMB acquires Southern
Bank. The new-look CIMB
Group launches in the
presence of the Malaysian
1986 Prime Minister Dato’ Sri
Abdullah Ahmad Badawi.
PBSM changes name to
Commerce International
Merchant Bankers Berhad
(CIMB) after acquisition by
Bank of Commerce. 1999 2003
Bank of Commerce (Malaysia) CIMB lists on Bursa Malaysia.
Berhad merges with Bank The listing lasts only three
Bumiputra Malaysia Berhad to years and delivers returns of
form Bumiputra-Commerce 340% to shareholders.
Bank Berhad.
1987
Bank of Commerce
successfully lists on
Bursa Malaysia.
2005
CIMB acquires GK Goh
Securities in Singapore. In a
major corporate restructure to
create a universal bank, CIMB
acquires sister company
Bumiputra-Commerce Bank
from holding company CAHB.
Holding company CAHB is
renamed Bumiputra-Commerce
1991 Holdings Berhad.
18 A S E A N C A T A L Y S T
O V E R V I E W O F C I M B G R O U P
2008
CIMB Niaga established
2018
CIMB received approvals from the Bangko
through a merger between
Sentral Ng Pilipinas (BSP) to establish and
Bank Niaga and Bank
operate its banking business in the Philippines.
Lippo. CIMB Group
With these approvals, CIMB Bank Philippines
acquires BankThai and the
Inc, launched its digital retail banking business
following year renames it
in December 2018 establishing CIMB’s
CIMB Thai.
presence in all 10 ASEAN countries.
2010
CIMB Group launches banking operations
in Cambodia, bringing retail banking
presence to five ASEAN nations –
Malaysia, Indonesia, Singapore, Thailand
and Cambodia. 2017
CIMB and China Galaxy Securities
Group become 50:50 shareholders in
CIMB Securities International Pte, Ltd.,
repositioning CIMB’s stockbroking
business as a pure play broker with the
client base of a universal ASEAN bank.
2012
CIMB Group starts the
acquisition of most of the Asia
Pacific cash equities and
associated investment banking
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 19
A Fond Farewell...
The legacy of Dato’ Sri Nazir will continue to be reaffirmed in all of CIMB’s
future achievements and successes.
Dato’ Sri has been a visionary leader, a pillar of strength, a great mentor and a true friend to many CIMBians.
His commitment during his 29-year service was not only unwavering, but also inspiring to many, both within
and outside CIMB. Under his strong leadership as Group CEO, CIMB developed from a home-grown
Malaysian brand into a leading ASEAN universal bank within less than a decade. As Group Chairman, his
strong support on the execution of T18 has strengthened the Group’s foundations, setting it firmly on its next
journey of transformational growth under Forward23. That CIMB is a financially and organisationally robust
banking group today, with presence in all 10 ASEAN countries, is a testament to Dato’ Sri’s vision to entrench
the Group within the ASEAN banking space. Many members of the Board, Senior Management, and
#teamCIMB continue to remain inspired by his business acumen, professionalism and dedication in shaping
CIMB into what it is today: a firm that is focussed on creating sustainable value for all our stakeholders.
22 A S E A N C A T A L Y S T
MANAGEMENT DISCUSSION AND
ANALYSIS
26 Group Chief Executive Officer’s Overview 50 Group Financial Review by 72 Group Consumer Banking
Group Chief Financial Officer
36 Economic and Banking Review & Outlook 74 Group Commercial Banking
54 Five-Year Group Financial Summary
38 Our T18 Journey 76 Group Wholesale Banking
55 Five-Year Group Financial Highlights
42 The Group’s Strategy – Forward23 78 Group Transaction Banking
56 Simplified Group Statements of Financial
45 CIMB Fintech 80 Group Asset Management & Investments
Position
46 Material Matters Impacting Our Strategy 82 Group Islamic Banking
57 Quarterly Financial Performance
47 Key Risks and Mitigation
58 Key Interest Bearing Assets and Liabilities
60 Capital Management
61 Credit Ratings
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 23
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
45 CIMB Fintech
24 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
MANAGEMENT
DISCUSSION AND
ANALYSIS
Strategic Review
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 25
In 2017, the global economy experienced its strongest growth since the
THE YEAR IN REVIEW beginning of the decade. In stark contrast, 2018 saw much of those gains
lost as markets adjusted to the uncertainties brought about by business
disruptions and geopolitical tensions.
As the two largest economies of the world engage in a trade war, other
economies become caught in the crossfire of tariffs and counter-tariffs,
disrupting global supply chains and growth. ASEAN member countries were
not spared; to defend the Rupiah, Bank Indonesia raised interest rates six
times in 2018. At various ASEAN-level fora, the main concerns revolved
around further negative impact on ASEAN’s trade and role in the global
supply chains should there be a prolonged impasse between the two
trading superpowers.
26 A S E A N C A T A L Y S T
GroupOverview
CEO’s
Dear Shareholders,
What a rollercoaster year 2018 was! Just as the Group entered the final stretch of our T18
transformation, global macroeconomic conditions threatened to throw us off-track.
Indeed, the escalation of trade tensions between US and China, two of ASEAN’s biggest
trade partners in addition to the market’s reaction to the 14th Malaysian General Elections,
had a direct impact on the Group. Even though we faced strong headwinds, we
persevered and met all of our T18 targets, including completing our presence in all 10
ASEAN countries. Today, we are also on a much firmer footing in terms of cost base and
capital. This would not have been possible without the full support of all our stakeholders
– the Chairman and the Board, our regulators, my colleagues at #teamCIMB, our
customers and you, our shareholders. I would also like to take this opportunity to give
special thanks to Dato’ Sri Nazir Razak, our former Group Chairman who after 29 years of
service, stepped down on 19 October 2018.
Having completed T18, we now look towards delivering our next mid-term growth
strategy, called “Forward23”. Forward23 will be based on five strategic pivots – Customer
Centricity, Sustainability, Ventures & Partnerships, Technology & Data, and our People – to
help realise our new purpose statement: Advancing Customers and Society.
A historic election saw the defeat of a 61-year ruling coalition in Malaysia, Those challenges made for a tough year for the Group, mainly due to a dip
and the country’s fourth Prime Minister, Tun Mahathir Mohamad, was in Malaysia’s capital markets and the impact of Indonesia’s FX.
re-elected as the seventh. Capital markets ground to a halt as investors Nonetheless, we were able to register a record PBT of RM7.2 billion mainly
adopted a wait-and-see approach and a few major infrastructure projects from streamlining assets as well as controlled costs and provisions.
– like the Kuala Lumpur-Singapore High Speed Railway and the East Coast Meanwhile, Return on Equity (ROE) came in at 11.4%, up 180 bps from the
Rail Link – were deprioritised. year before. Our cost management efforts continued to pay off with our
cost-to-income ratio (CIR) improving to 49.8% from a high of 59.1% in
Fortunately, growth in most of our other key operating countries held up. 2014. On capital, our CET1 strengthened from 10.1% to 12.6% as at the
Thailand was the top performer among ASEAN countries whilst Indonesia end of 2018 from the continuous efforts to optimise and streamline assets.
maintained a relatively flat GDP growth for 2018. Singapore had a slightly
lower than expected economic growth mainly due to the on-going trade
war.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 27
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
Kicking off the CIMB 3D Academy premised on data, digital and disruption.
With the rapidly accelerating pace us to drive growth, extend our 2018 also saw an increased focus As T18 closed, one of our
of innovation in the Fourth franchise and explore other on our sustainability agenda, parallel immediate concerns was to devise
Industrial Revolution (4IR), CIMB opportunities outside of traditional with evolving expectations for CIMB the Group’s next mid-term strategy.
and our partners must leverage on banking. to grow our business responsibly After a series of engagements with
each other’s strengths to remain and ethically. This began with the #teamCIMB for input, we
competitive. In 2018, several of On a similar note, we are cognisant formation of a new Group formulated our blueprint called
these collaborations came to of the need for a workforce with the Sustainability unit, followed by CIMB “Forward23”, of which we will
fruition; we enabled cross border right skill set to succeed in the 4IR becoming the first ASEAN bank to discuss more at a later section.
Speedsend payments on Ripple’s era. To develop talent that will help be an official member of the United
blockchain network, launched a propel the Group’s next growth Nations Environment Programme
Touch ‘n Go eWallet app in a joint phase, we have allocated RM75 Finance Initiative (UNEP FI)
venture with Ant Financial, as well million to the CIMB 3D Academy Principles for Responsible Banking.
as completed our CIMB Securities over three years, focusing on digital Concurrently, the Group remains
collaboration – with China Galaxy, a knowledge and aiming to have at committed to our pledge of investing
deal more than two years in the least 15% of our workforce to be 1% of our profit before tax (PBT)
making. Strategic partnerships digitally skilled by 2023. towards corporate responsibility
such as these are instrumental for (CR) initiatives.
28 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
FINANCIAL PERFORMANCE
GROUP PERFORMANCE
Others +~
5% Loan Growth by Country YoY
Singapore
9% MY +10.5%
Thailand TH^ +7.8%
9%
ID^ +1.8%
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 29
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
On a segmental basis, Consumer double-digit growth of 31% YoY in Excluding the RM928 million gain recording a PBT growth of 116.8%
banking remained our best the number of active e-banking from the sale of CPAM and CPIAM, YoY on the back of lower provisions
performer, maintaining its positive clients, validating the trend towards our Malaysia operations recorded a (-63.3% YoY). 2018 was also the
momentum with PBT growing digital channels. Additionally, we PBT decline of 7.5% in 2018, partly third consecutive year of profits for
15.2% YoY. It is still the largest launched the CIMB Debit due to our Malaysian Wholesale the Consumer segment. Meanwhile,
banking business declining by Commercial is on track to
contributor to the Group’s PBT at MasterCard which empowers
22.2% YoY in the wake of adverse profitability as PBT improved 79.4%
47.1% (excluding the RM928 business customers to withdraw market conditions post GE14 as YoY. Overall, Thailand’s contribution
million gain from the sale of CPAM cash at any ATM across ASEAN well as the US-China trade war. to Group PBT increased to 6% from
and CPIAM), up from 42.0% in and MasterCard ATMs worldwide Inclusive of the gain from the partial 3% the year prior.
2017. In the Consumer space, instead of queuing at branches. sale of CPAM and CPIAM, Malaysia
Indonesia showed the best PBT increased 12.8% YoY. Singapore’s PBT grew a robust
improvement, growing 191.0% YoY, Our Group Asset Management and Nevertheless, CIMB Malaysia’s 23.7% YoY, mainly from the
mainly due to lower provisions. Our Investments (GAMI) segment contribution to Group PBT remained deconsolidation of CSI and lower
regional bancassurance partnership recorded respectable growth strong at 64% on a BAU basis, provisions (-44.1% YoY). Cost
with Sompo has also gained throughout the year, owing to a driven by 10.5% YoY loan growth management efforts continued to
and 6.9% YoY deposit growth. pay off as CIR fell to 56.2% (cf.
significant traction with total gross strong 5.8% YoY growth in public
60.0% in 2017).
written premiums in the region markets asset under management Indonesia’s PBT declined by 1.6%
exceeding over 100% growth YoY. (AUM). Private markets businesses YoY, mainly due to adverse foreign Special mention goes out to our
benefitted from fair value gain and exchange movements – in IDR Cambodian operations, which
Commercial banking grew some recoveries from legacy terms, PBT improved 11.4% YoY. exceeded expectations in 2018.
significantly on the back of lower investments. However, overall Overall, Indonesia showed steady Boasting an impressive 39.5% PBT
provisions and cost, with PBT GAMI registered a weaker PBT of performance from lower provisions growth YoY in 2018 thanks to
improving 180.1% YoY from 2017. RM110.3 million due to the (-33.6% YoY), despite sluggish improved gross loans (+36.7% YoY)
Notably, Commercial banking deconsolidation of CPAM and loans growth (+1.8% YoY excluding and customer deposits (+28.0%
Singapore returned to profitability, CPIAM. bad bank) and lower net interest YoY). We even took home the Best
margins (NIM) (-48bps YoY). International Bank in Cambodia at
registering a 215.0% improvement
the Asiamoney Best Bank Awards
YoY. These results show signs that Group Islamic Banking continues to Thailand on the other hand 2018. Congratulations to the CIMB
the Group’s recalibration of perform well, growing 8.6% YoY performed extremely well in 2018, Cambodia team!
Commercial banking continues to and registering a record PBT of
gain traction. RM1.3 billion, mostly driven by its
Consumer and Commercial PBT by Segment* PBT by Country*
Wholesale banking reported a segments that grew YoY by 30.3%
decline in PBT of 31.7% due to and 78.0% respectively. CIMB Others
Group Funding Consumer
weak market conditions and high Islamic remains the second largest Banking Singapore 3%
13% 7% Malaysia
provisions, which increased 28.7% Islamic bank in Malaysia by total 47%
GAMI Thailand 64%
YoY. Wholesale loans posted a assets, deposits and financing. 2% 6%
healthy growth of 8.3% in 2018. Meanwhile, CIMB Islamic’s market Indonesia
share in global sukuk of 10.2% 20%
Transaction Banking revenue grew placed it firmly at the number 1
by 6% YoY on the back of position in the world.
commendable growth in the cash
management business (7% YoY). Wholesale
Banking
The trade finance and securities 28%
services pillars on the other hand Commercial
grew YoY by 2% and 6% Banking
10%
respectively. We also registered
* Excluding the RM928 million gain from the sale of CPAM and CPIAM.
Keynote address by the Prime Minister of Malaysia, Tun Dr Mahathir Mohamad at the first post-elections investor conference, “Malaysia – A New Dawn” jointly hosted by CIMB.
30 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
All in, we met all our FY18 financial targets, as seen in this table below:
FY18 FY18
Results Target
Cost-to-income 49.8% 50.0% At the CIMB Niaga Shareholders Extraordinary General Meeting where my appointment
as President Commissioner was approved by the shareholders.
* Excluding the gain on the sale of CPAM & CPIAM, the dividend payout ratio is 50.8%
** Excluding bad bank
*** Excluding FX fluctuations
T18 SCORECARD
The Group kicked off T18 with 5 growth). Major cost initiatives from T18 results vs. targets, where we have exceeded all targets set:
key targets to be achieved by the 2015 – 2018 included MSS, the
end of 2018. Thanks to the streamlining of our IB and equities FY14 FY18 T18
concerted efforts of #teamCIMB, businesses, setting up and Results Results Target
we met all of our T18 targets. In implementing strict procurement
addition, between 2014 and 2018 processes and also improvements Cost-to-income 59.1% 49.8% 50.0%
we succeeded in significantly in efficiency and smarter overall
reducing the gap between CIMB spending. We need to keep up the CET1 10.1% 12.6% 12.0%
and many of our regional peers by momentum and discipline in
outperforming them in many of the containing cost.
financial indicators. I am especially ROE 9.3% 11.4% 10.5%
proud of our efforts in the areas of Our capital has been strengthening
Cost and Capital. over the years due to various Income
initiatives from reviewing RWA Contribution from
Consumer &
54% 61% 60%
From a CIR perspective, our cost allocation and monitoring RAROC
growth was managed well. to deploying our assets better. We Commercial
Expenses grew 1.1% CAGR over 5 are in a much better footing in Presence in
years and we have consistently terms of capital than we have ever Number of ASEAN 8 countries 10 countries 10 countries
reported a positive JAW (Income been. Countries
growth surpassing expenses
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 31
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
Participating at the launch of the UNEP FI Principles for Responsible Banking for global public consultation, as
a founding member of the UNEP FI.
32 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
Macro and domestic economic concerns brought about a 5.9% decline in 130
the FBMKLCI Index during the year. Meanwhile, our share price suffered a
larger decline, at 9.3% YoY compared to the closing price of RM6.30 as at
end-2017, as investors grappled with the reality of a totally new Malaysian
administration post-GE14. The Group’s foreign shareholding fell to 25.9% 100
as at end-2018 compared to 27.5% previously, in line with the withdrawal
of foreign funds from emerging markets throughout the year.
We declared a total of 25 sen per share of dividend for the year, while the 70
dividend payout of RM2.37 billion is equivalent to 50.8% of the FY18 net CIMB MK Equity KLFIN Index FBMKLCI Index
profit excluding the gain from the sale of CPAM and CPIAM. The second
interim net dividend payment of 12 sen per share will be made to 1 January 2018 to 1 January 2018 to
shareholders via cash or our Dividend Reinvestment Scheme (DRS). 31 December 2018 28 February 2019
CIMB Share Price -9.3% -7.1%
Nevertheless, the Group’s track record in financial management and
customer experience, in addition to banking capabilities were recognised Against FBMKLCI -3.4% -2.1%
throughout 2018. We continued to win many notable awards, including: Against KLFIN -11.9% -12.6%
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 33
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
An investor meeting, hosted by CIMB between the Malaysian Minister of Finance Lim FINANCIAL NON-FINANCIAL
Guan Eng (centre) and Malaysian fund managers.
Key metrics 2023 Key metrics 2023
Although markets may look dire, there is some optimism for the banking Cost-to-income 45% Net Promoter Sore TOP 15%
industry as a whole. As banking continues to be disrupted by digital (NPS)1
technology, banks have to continuously innovate and transform in order to Customer
create stakeholder value as well as shareholder returns. In line with this, we CET1 13% Ranking in TOP 3
expect digital investments to underpin our operating expenses for the next Benchmark
2 years, which may mean a flat ROE within this period. Indices2
Sustainability
ROE 12% – 13% % of 3D talent 15%
FORWARD23 People
Notes:
Throughout our T18 transformation “Forward23”. Forward23 will be 1
Amongst comparable banks in Malaysia, Indonesia, Thailand and Singapore
journey, we have strengthened our centred on our 5 strategic pivots, 2
Top 3 ASEAN Banking Group and 75th percentile globally in ESG rankings
foundations across different i.e. Customer Centricity,
dimensions, namely the 5Cs – Sustainability, Ventures &
Customer, Capital, Cost, Culture Partnerships, Technology & Data, As for 2019, our financial targets are as follows:
and Compliance. While T18 was an and our People.
exercise in recalibrating our core
and strengthening our foundations, From a geographical standpoint,
our next mid-term strategy’s main ASEAN will continue to be our
ROE 9.0% – 9.5%
objective is to propel the Group primary focus, with emphasis on
towards transformative growth. Malaysia and Indonesia as our
largest markets, where we will look Dividend Payout Ratio 40% – 60%
After conducting multiple rounds of to grow market share across our
engagement known as the ‘Beyond Consumer and SME businesses. In
Total Loan Growth* 6.0%
2018 Conversations’ with particular, we aspire to close the
#teamCIMB from various gap between CIMB Niaga and the
departments, levels and bigger banks in Indonesia. We will Loan Loss Charge 0.4% – 0.5%
geographies, we formulated a also seek opportunities to grow
blueprint for 2019 – 2023, called digitally in Vietnam and the
CET1 >12%
Cost-to-income Flat
One of the many ‘Beyond 2018 Conversations’ conducted with #teamCIMB from all
across the Group.
34 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
Having met all our “T18” targets, we are on a much firmer footing in terms of cost base and
capital. We now look towards delivering our next mid-term growth strategy “Forward23”.
ACKNOWLEDGEMENTS
As we close off 2018 and conclude I would like to thank Dato’ Kong nothing but generous with their with utmost enthusiasm and
our T18 transformation, I would like Sooi Lin, Lim Tiang Siew, Ramesh wisdom and insights as we dedication. As we charge forward
to sincerely thank everyone in Narayanaswamy and Olivier navigated a turbulent 2018. I would into 2019, we must all come
#teamCIMB for the dedication and Crespin for their contributions as like to take this opportunity to also together with the spirit of ‘one
hard work to strengthen CIMB’s CEO of CIMB Investment Bank thank all our stakeholders – #teamCIMB’ and challenge
foundation, enabling us to take the Berhad, Group Chief Internal shareholders, clients, regulators ourselves to bring our Forward23
organisation “Forward” amidst a Auditor, Group Chief Technology and the communities in which we strategy to bear and ultimately
fast evolving external environment. Offiicer and Chief Fintech Officer operate – for placing your trust in realise our purpose of ‘Advancing
To prepare ourselves to deliver respectively. My gratitude also CIMB and its leadership. Customers and Society’.
Forward23, we have made goes out to Effendy Shahul Hamid
substantial changes to our as CEO of Group Commercial Most importantly, thank you
organisation structure and with it, Banking, Hendra Lembong as CEO #teamCIMB – especially the
new appointments as well. of Group Transaction Banking and members of the Group
Chief Fintech Officer, Shahnaz Management Committee – for your
At the Board level, 2018 saw the Jammal as Group Chief Financial support and commitment in
appointment of Datuk Mohd Nasir Officer and Mak Lye Mun as CEO, delivering our T18 promises. It has Tengku Zafrul Aziz
Ahmad as the Chairman and Group Wholesale Banking for their been my pleasure to see everyone Group Chief Executive Officer
Independent Director for CIMB contributions in their previous roles. taking on the Group’s challenges
Group. Not forgetting too is Afzal
Abdul Rahim, who relinquished his Last but not least, thank you once
position on the Board of CIMB again to Dato’ Sri Nazir Razak,
Bank to join the Board of CIMB former CIMB Group Chairman for
Group as an Independent Director. your many years of service in
I am confident that all our new building CIMB from a niche
appointees have the capability, investment bank into a universal
business acumen and experience ASEAN bank and multinational that
to propel the Group’s growth. Allow it is today.
me to express my appreciations to
Board members who stepped down The past year was fraught with
– Glenn Muhammad Surya Yusuf many challenges and I am grateful
and Watanan Petersik for their for the guidance and support
many years of service on the Board shown by our Chairman and
of CIMB Group. We cannot thank members of the Board. On behalf
them enough for all the guidance of Group management, we thank
and invaluable advice. you. Similarly, our deepest
gratitude to our International
Our former Group Chairman, Dato’ Sri Nazir Razak, who has been with CIMB for 29
In terms of changes in leadership Advisory Panel, who have been years at his farewell dinner in Kuala Lumpur.
and management, we welcomed
the appointments of Victor Lee
Meng Teck as CEO of Group
Commercial Banking and
Transaction Banking, Omar Siddiq
as Group Chief Operating Officer
and Amran Mohamad as Group
Chief Internal Auditor. Internally, we
have appointed Effendy Shahul
Hamid as CEO of Group Ventures
and Partnerships, Shahnaz Jammal
as CEO of Group Wholesale
Banking, Paul Wong Chee Kin as
Group Chief Operations Officer,
Khairul Rifaie as Group Chief
Financial Officer and Jefferi M.
Hashim as CEO of CIMB
Investment Bank. Separately, we
have renamed Group Strategy to
Group Strategy and Design, which
is still headed by Gurdip Singh
Sidhu.
With #teamCIMB at the 2018 Annual Management Summit.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 35
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
ECONOMIC AND
BANKING REVIEW & OUTLOOK
ECONOMY
THE YEAR IN REVIEW By mid-year, China, too, was A commitment to a continued path of fiscal adjustment, integrity and
easing policy, both fiscal and transparency in the 2019 budget helped stabilise expectations, even as the
Volatility was the watchword of
monetary, as financial markets path of fiscal adjustment was stretched out.
2018, in both economic trends and
weakened due to fears of the
in asset markets. While global
consequences of US-China trade By the end of 2018, global asset volatility was particularly in focus. US
growth came in at 3.9% YoY, a
frictions and due to the drag stock market valuations fell back with less confidence in the prospects for
slight acceleration from 2017, the
created by more aggressive efforts the key tech and energy stocks that had been the backbone of the rise
pattern across countries was more
to lessen aggregate leverage in earlier in the year. To this were added concerns that Fed’s persistent rate
divergent. (Figure 1). US economic
China’s financial system. hikes, well above the one to two hikes for 2018 that the market had earlier
growth rose strongly on the back of
expected, would prove too aggressive. Oil prices, which had risen through
fiscal stimulus and private
Across emerging markets (EM), the much of the year as excess supply shrank, fell back sharply. The Fed’s
investment. The Federal Reserve
combination of higher US interest December rate hike hurt markets, even as the statement shifted to “data-
boosted policy rates 100 basis
hikes, macroeconomic dependent” future hikes and policy maker expectations for hikes in 2019
points in pursuit of neutral
mismanagement in Turkey, Brazil, shifted down. The inversion of the US bond curve between two-year and
monetary policy as unemployment
Argentina and the Philippines as ten-year yields, often a harbinger of US recession, weighed on the US
reached a near 50-year low and
well as fears about diminishing dollar and helped spark a more sanguine outlook for EM as the year closed.
inflation moved to the Fed’s target.
trade flows generated large capital
The rise in US growth came despite
outflows that weakened EM
more aggressive, protectionist
currencies, bonds and equity. Figure 1: Global GDP Growth
trade policies by the Trump
Current account deficit countries
Administration that added to
like Indonesia were especially hard World: GDP, Constant Prices [October 2018]
market uncertainty and helped to
hit given their reliance of foreign
decelerate global trade (Figure 2), ASEAN 5: GDP, Constant Prices [October 2018]
capital even when shifts in trade or
particularly in manufactured goods.
domestic macro polices were US: Real GDP [October 2018]
themselves not large or
Across the G-4, while the US Fed
destabilising. Indonesian and Annual % Change
tightened monetary policy, Japan
Filipino policy makers responded 6.00
continued with its ultra-easy
with a sharp tightening of monetary
monetary stance as its two percent 5.25
policy and, in the Indonesian case,
inflation target remained elusive. 4.50
pledges to tighten fiscal policy and
Lacklustre wage gains have left
rein in the current account deficit. 3.75
core inflation languishing near 1%
despite very low unemployment 3.00
Strong current account surpluses
and negative real interest rates. 2.25
were protection for Singapore,
Thailand and Malaysia which saw 1.50
In Europe, the European Central 2015 2016 2017 2018 2019
less currency depreciation and less
Bank (ECB) ended its bond
interest rate adjustment than their Source: CIMB: International/Monetary Fund/Haver Analytics
purchase programme but coupled
ASEAN neighbours. Malaysia,
the action with statements noting
though, saw its asset markets
that interest rate adjustments were
affected by the unexpected May Figure 2: Manufacturing and Trade Momentum Waning
unlikely to commence until the
victory of the opposition, ending 61
second half of 2019. Markets were %
uninterrupted years of rule by the
affected by an election outcome in 15
United Malay National Organisation
Italy that brought a leftist/rightist 12
– led coalition government. The
coalition to power with promises of
political shift raised uncertainty as 9
fiscal expansion at odds with Italy’s
the new government revealed 6
earlier commitments to the
higher government financial
European Commission. 3
liabilities, leading to a higher
0
country risk premium. Coupled with
Brexit remained unresolved, with -3
the large proportion of government-
the UK parliament soundly rejecting
linked companies in the Malaysian -6
the exit deal negotiated with the EU
stock market, equity prices -9
by Prime Minister May. More
suffered. -12
prolonged uncertainty in 2019 is
probable due to a likely extension 2015 2016 2017 2018
of the March 29 deadline in an CPD Global Trade JPM Global
effort to avoid a no-deal exit. Volume (Quarterly Manufacturing PMI
Annualised Rate of (Quarterly Annualised
Change) Rate of Change)
36 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
BANKING INDUSTRY
This year has opened with a China’s policy of expansion, while A decade on from the financial Banks are expected to face some
rebound in asset markets after the currently welcomed by markets, crisis, the global banking system is market volatility in 2019. In ASEAN,
sell-offs in equities and downward creates its own risks given that the more resilient than it has been. The banks are well-positioned to face
revisions to growth expectations country’s current account surplus industry as a whole is experiencing external headwinds, having built up
that ended 2018. In the US, the Fed has all but disappeared, falling safer, albeit muted growth due to their capital levels over the
has shifted to “patient” monetary some two and a half percentage increasing risk cost and margin previous years.
policy implicitly acknowledging that points of GDP in recent years. If, as pressures. Globally, banking ROEs
its next move could be a cut—an seems likely, China moves to keep ranged between 8-9%. As banks embark on their
outcome the market now expects. its growth above potential, the transformation journeys, strengthen
Meanwhile, the likelihood of current account could worsen, For the US, while aggressive policy their digital capabilities and most
worsening US-China relations forcing down reserves or interventions and regulations have importantly, innovate to deliver
seems to have eased with more weakening the yuan while raising aided quicker recovery of banks, better solutions to customers, they
conciliatory trade talks between the concerns over domestic leverage. we have seen the European banks will likely face new forms of
two countries and evidence that the That risk is likely not well factored shrinking their businesses on the competition and competitors.
Trump administration is more in to market expectations at back of structural deficiencies and
willing to reach an agreement that present. a low-interest, low-margin Having said that, over the next 2-3
forestalls more tariffs and environment. In Asia, Chinese years, we see banks maintaining or
sanctions. In ASEAN, elections will take banks continued to report expanding their role in financial
prominence in the first half of this moderate to positive performance, intermediation by owning customer
On the other side of the Pacific, year in Thailand (24 March, Prime while evaluating their options relationships and creating value
China is intensifying its fiscal and Minister and Parliament) and against the trade barriers/sanctions beyond financial returns. Banks will
monetary policy easing, while the Indonesia (17 April, President & imposed by the US, which in the increasingly recognise the
sequential performance of Parliament) and the Philippines (13 long-run might affect their growth importance of ‘value-based
industrial production shows a May, House and Senate). In prospects. Japanese banks intermediation in action’ for
rebound. Thailand, a coalition led by the continue to struggle as the creating long-term equity for all
military-backed party is likely economy experiences slow stakeholders. This will be a
Lower US bond yields, a more implying modestly more populist domestic growth and low/negative new-wave of positive change for
patient Fed and less concern over macroeconomic policies. A crucial interest rates. ASEAN as a region the industry. Furthermore, rising
trade tensions have increased issue will be how effective a new remains attractive, with banking expectation for responsible banking
capital flows in EM and into government can be in fostering revenues in Indonesia, Vietnam and practices will lead banks to
ASEAN, supporting local greater domestic investment. the Philippines projected to grow at re-evaluate various risks in the
currencies, bolstering local equity over 10% CAGR over the next 5 context of both financial and
markets and boosting bond prices. In Indonesia, the political debate years. However, ASEAN integration non-financial performance.
seems focused more on remains a development hurdle for
That said, global and ASEAN personalities than on economic the region’s financial markets. Amid the challenges, we see an
growth is likely to be slightly lower policies. While nationalist rhetoric optimism for the industry as a
in 2019 than it was in 2018 (Figure tends to rise during elections, the On the home ground in Malaysia, whole, as banks are primed for
1). Inflation is likely to be within broad lines of fiscal, monetary and the 14th General Elections and the transformation, especially with
central bank targets, creating no exchange rate policy are unlikely to ensuing change in government had increased access to technologies.
need for tightening on the grounds be materially affected by the a temporary hit on the markets. The reasonably attractive
of domestic demand. The market’s election. Overall, we saw a resilient market, demographics across ASEAN,
expectation of a US rate cut over responding well to the political and coupled with the growing access to
the next twelve months is likely too Philippine politics is also heavily the impending socio-economic and smartphones and the internet will
pessimistic in our opinion. One hike personalised. With President policy changes. The financial likely see banks further broaden
in the late summer or early fall Duterte not on the ballot, shifts on system maintained its liquidity and their digital offerings.
seems more likely. Adjustment to macro policies will likely move with stability, owing to strong capital
that should create a period of global and domestic macro position as well as provisioning
modest US dollar appreciation and developments rather than with buffers of the banks.
EM capital outflow against the changes in policy objectives. On
backdrop of the recent more that front, bringing down inflation
sanguine environment. and bolstering investment without
compromising the current account
will likely remain a focus.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 37
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
OUR T18
JOURNEY
T18, or ‘Target 2018’, was T18 Targets T18 Progress
kicked off in 2015 and served
59.1% 55.6% 53.9%
as a mid-term strategy to Cost to income 50.0% 51.8% 49.8%
recalibrate CIMB’s business,
strengthen its foundations and 11.3% 12.2% 12.6%
10.1% 10.4%
drive greater productivity. T18 CET1 12.0%
was launched to address the
intensifying competitive 11.4%
9.3% 8.6% 8.3% 9.6%
ROE 10.5%
landscape, with rapid changes
in customers’ perception 61%
Income Contribution 56% 58% 57%
towards banking and to better 54%
from Consumer & 60%
prepare us for future Commercial
challenges. CIMB’s T18
Presence in Number of
strategy was organised into 10/10 8/10 8/10 9/10 9/10 10/10
ASEAN Countries
18 strategic programmes with
core focus on 5 key targets to 2014 2015 2016 2017 2018
be achieved by 2018.
To date, #teamCIMB has achieved positive results against our targets, with steady progress throughout the T18
period. Boosted by the partial sale of our asset management arm, CPAM and CPIAM, we succeeded in exceeding
our CIR and ROE targets. Our financial resiliency improved steadily, with CET1 ratio also exceeding target by
60bps, at 12.6%. In line with our goal of broadening our income base, income contribution from Consumer and
Commercial businesses exceeded our initial target of 60% of overall Group income contribution. With the launch of
CIMB Phillipines, we completed our 5th target of having presence in all 10 ASEAN countries.
The programmes under T18 were developed based on 5 key levers, designed to build a strong foundation for the
Group to strategically position itself to take advantage of the opportunities in today’s dynamic economy.
K
J
20 10% k
nk
programme, dubbed ‘Project Kaiju’, productivity initiatives were
n
Ba
I
k
-20
M
nk
nk
k
nk
nk
n
n
-14%
n
n
n
CI
Ba
Ba
Ba
Ba
Ba
Ba
Ba
Ba
Ba
0 0.00
2014 2015 2016 2017 2018
Revenue (RM’bil) PBT (RM’bil) PBT per Headcount (RM’mil)
38 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
Strengthening our capital position has been a key focus, with initiatives Recognising the high growth Our Consumer Banking segment
centred around optimising our use of capital by improving data quality, potential and untapped synergies in outperformed regionally, with PBT
business processes, and measurement systems to deliver capital efficiency. a number of businesses, CIMB standing at RM3.0 billion, and a 4
These included institutionalising Account Planning processes to focus on identified six main businesses to year compounding annual growth
the right clients, and optimising capital and profitability via RWA modelling. accelerate via T18: Consumer rate (CAGR) of 19.3%. A significant
Through the concerted efforts of all business units and all key countries, Banking, Digital Banking, contributor to this was our Thailand
our financial resiliency has strengthened significantly, through both organic Transaction Banking, Commercial Retail Banking business, which saw
CET1 capital growth and better risk management practices. From 10.1% in Banking, Private Banking, and a turnaround from loss to profit in
2014 to 12.6% in 2018, our CET1 growth surpassed most of our peers Islamic Banking. These businesses 2016, ahead of planned milestones.
within the industry. went through a holistic The programme sought to establish
transformation under T18, with an a winning strategic position for the
overall review of products, Thailand Retail business, with a
customer segments, technology revamped wealth advisory platform
and operations, talent, as well as for our affluent clients, and
customer experience. enhanced digital platforms for
customer engagement and
acquisition.
On the Digital Banking front, Digital Sales Enablement (DSE) was a main focus, where big data and predictive analytics were used to target sales efforts. Our
cumulative DSE Revenue uplift exceeded our initial T18 target by 51%, growing from RM4 million in 2014 to RM493 million in 2018. Another major contributor
to the cost and productivity lever was our Branch Productivity Programme, which resulted in revenue per branch in Indonesia and Malaysia registering a 4
year CAGR of 18.6% and 15.3%, respectively as a result of increase in sales headcount, and a more focused approach on deposits, among others.
CIMB’s Islamic Banking business saw multiple T18 achievements, with PBT solution for businesses; Trade Club and Halal Corridor, opening up trade
exceeding RM1 billion, 15.3% above original targets, and a 20.9% CAGR flows between ASEAN countries with China and beyond; and a
over 3 years. Islamic Banking Gross Financing exceeded RM90 billion collaboration with Ant Financial, rolling out combined point of sales
registering a CAGR of 23.7% over 3 years. terminals which accept Alipay and Touch ‘n Go eWallet. On the Private
Banking front, loans grew to RM7.51 billion in 2018, with new lead
Over the T18 period, both Commercial and Transaction Banking launched a acquisition exceeding targets by over 200%. Overall, our Private Banking
number products, providing our clients with better platforms and solutions, business observed a commendable PBT growth of 35.1% CAGR over a
and empowering them to further advance their business growth and 3-year period.
experience with us. These include Biz123, a holistic one-stop platform
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 39
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
40 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
After 4 years of hard work and dedication, #teamCIMB has managed to complete more than 600 projects across 18 programmes, achieving more than
5,000 milestones in the process.
Throughout the journey, CIMB has seen many positive changes, and with the inclusion of some strategic transactions, we have managed to exceed all of
our T18 targets. With these commendable achievements, CIMB has also outgrown or improved significantly against our regional peers, and has built a solid
foundation. With this, CIMB is now in a strong position to move forward with our next strategic plan and future priorities, which will be centred around
reinventing ourselves to focus on CIMB’s customers via digital channels and analytics, turbo-charging our growth in selected business and countries, and
exploring new opportunities beyond banking.
Notes:
Source: Bloomberg data.
CET1 Ratio data for Mandiri, BCA and BRI derive from public available investor relations presentations
CI/Ratio, CET1 Ratio and ROE Improvement are absolute value differences between 2014 and 2018 results
PBT, CI/Ratio, CET1 Ratio and ROE Improvement for CIMB includes the CPAM gain of RM928 million
2018 achievement results for regional peers are based on FY18 results
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 41
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
The development of the roadmap was guided by three principles; experimental and iterative, agile, and to be inclusive and multi-stakeholder.
Set context for Define ‘what we want Identify the pivot Develop the Organise for
Beyond 2018 to stand for’ and drivers, and capabilities integrated roadmap execution
considering internal our key stakeholder that are required to and governance for
and external drivers aspirations achieve aspirations Beyond 2018
In determining our future priorities, we took into consideration external factors shaping future trends, our internal starting position and stakeholder
feedback.
42 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
INTRODUCING FORWARD23
Our footprint has some of the Accelerate and Scale Reposition and Grow Incubate and Invest… beyond
highest growth prospects in banking
We recognise the potential in Thailand, Singapore and Cambodia
banking; offering scale benefits and
Indonesia as well as the are our mid-sized operations with Vietnam and the Philippines are the
interconnectivity. This will enable
opportunity to capture greater differing local dynamics. In these newest additions to our CIMB
us to benefit from macro tailwinds
market share in Malaysia. As two of markets, we are looking to grow in franchise. We entered these
as banking revenues in some of
our largest sources of value, specific areas where we have a markets with a challenger mindset,
these markets such as Indonesia,
Malaysia and Indonesia will remain comparative advantage with a launching a mobile-first digital led
Vietnam, and the Philippines are
the anchor for value creation over focus to make them more material proposition in Philippines at the
projected to grow over 10% CAGR
the next 5 years. For our home and consistent contributors to end of 2018. The Group’s focus
over the next 5 years.
market, Malaysia, we will build Group profits. moving forward will be to
upon the positive growth continuously build scale anchored
momentum to further drive market on digital and a partnership focus.
share capture, whereas in
Indonesia, we will be reigniting The Group will also be exploring
growth engines after working on new strategic plays and seeding
stabilising the business during T18. strategic investments in high
growth spaces and adjacent
industries to catalyse new streams
of revenue for the Group, beyond
banking.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 43
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
STRATEGIC PIVOTS
We recognize that we will have to rethink the way we organize ourselves and how we do business. In addition to our differentiated market postures to drive
growth, we will be undertaking transformative shifts - strategic pivots, in order to achieve the desired changes and growth. We have clustered the efforts
and initiatives into the following 5 strategic pivots.
Take a ‘customer-first’ Enable a new way of Become nimble, grow Build a ‘beyond banking’ Become a visible
approach for efficiency working by modernising 3D talent mix and create proposition for future ‘shaper’ of sustainability
and unparalleled our tech infrastructure a DNA that allows talent value capture to the practices in the ASEAN
experience and shifting towards to thrive in the new Group by being both a community for strategic
automation and digital economy participant and or/owner differentiation and future
innovation of Ecosystems proofing of the Group
Our People – The Group’s greatest asset, our People are central to
delivering and supporting the transformation efforts. Investments will
continue, especially to equip them with the right skills, leadership
competencies, agile ways of working, and a new mind-set to operate in the
new world.
Ventures & Partnerships – The Group will also drive new focus on value
creation from platform based channels and as a result, create new
distribution channels and access to a broader base of data and customer
pools.
44 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
CIMB FINTECH
MOVING FORWARD
As part of the larger Ventures and Partnership Group moving forward, CIMB
Fintech will drive thought leadership in the rapidly evolving digital universe.
Along with this, CIMB Fintech will be the catalyst from within to create
parallel business models and solutions to compete with encroaching
non-industry players. We will be focused in driving new “beyond banking”
business models together with our partners to create a truly digital
ecosystem play for the future.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 45
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
MATERIAL MATTERS
IMPACTING OUR STRATEGY
The Group is committed to deepening • Work closely with regulators and stakeholders to protect the interests Page 37
our business in the ASEAN region of shareholders, clients and depositors. on Economic and Business Review &
while managing risks from wider Outlook
• Create new revenue streams from ecosystems and strategic
global geopolitical and economic
partnerships locally and regionally.
developments.
TECHNOLOGY
The Group acknowledges the rapid • Invest resources to elevate our customer experience via digital
advancements in technology, and the channels and analytics. Page 34
transforming digital landscape as on Group CEO’s Overview
• To increase productivity via tech modernisation and automation
Industry 4.0 is fast taking shape,
efforts. Page 45
which will change the dynamics of our
business – from product innovation to on CIMB Fintech
• Build as well as source key digital talent and increase overall agility
customer experience, operational and independence in delivery of key technologies.
efficiences to performance
improvements. Understanding, • Strengthen data analytics and capabilities to be a data-first
preparing and mitigating the risks organisation.
associated with digitalisation is a • Apply comprehensive data governance, including data origination,
priority to remain competitive and access, use, security and privacy.
protect the interests of our
stakeholders.
CUSTOMER EXPERIENCE
Customers are a key stakeholder to • Transform customer journeys through rapid digitalisation.
the Group. Better service requires an Page 28
• Adopt new agile ways of working and embrace ‘Treating Customers
in-depth understanding of their on Group CEO’s Overview
Fairly’ principle.
evolving expectations, factors
influencing their decisions and Page 44
• Enhance compliance and risk.
desires. on The Group’s Strategy
• Apply methodologies and tech investments that create better
experiences for customers.
PEOPLE
People remain a key asset to realising • Invest in upskilling and reskilling to future-proof our people.
the Group’s vision. Robust talent Page 28
• Develope wellness programmes that support CIMBians in managing
development, meaningful engagement on Group CEO’s Overview
their various personal priorities.
and future-proofing remain key areas
of focus for the Group. Page 106
• Encourage a culture of responsibility and cooperation through “A
on Human Capital Growth
Better CIMB” initiative to drive performance.
REGULATION
As a responsible corporation, the • Enhance policies, procedures and risk practices in line with regulatory
Group works closely with all regulators standards. Page 47
in the region to ensure compliance and on Key Risks and Mitigation
• Closely monitor industry and regulatory developments worldwide.
effective application of regulations.
EES FACTORS
The Group has committed to balance • Manage the risks and potential negative impacts arising from the
growth with responsibility and advisory or financing work, on the environment, to society and to the Page 152
demonstrate sustainability leadership economy in general. on Sustainability Statement
by investing resources and influencing
• Provide financing solutions to facilitate sustainable development, and
our networks to ensure that our
aid sustainable business in contributing to positive EES impacts.
business activities have a net positive
impact on our existing and future
stakeholders over the long term.
46 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( S T R A T E G I C R E V I E W )
KEY RISKS
AND MITIGATION
• The Group has a robust credit risk policy framework, embedded with prudent lending guidelines to minimise
credit default and losses.
• The Group strives to maintain a portfolio of credit risk, which is adequately diversified by country, industry,
market, sector, product, customer segment and duration. Business Units are responsible for the risks, with Group
Risk Division providing independent oversight for overall risk control.
• Aside from periodic review, the Group has an Early Warning and Watchlist Process. It is a pro-active credit risk
management tool that identifies deteriorating credits at early stages, thereby minimising any potential credit loss.
• An independent post-credit review process conducted regularly by the Group assesses the quality of loans
CREDIT RISK
approved.
• The Board Risk and Compliance Committee (BRCC) and Group Risk and Compliance Committee (GRCC)
periodically set the strategic intent using Risk Posture and Risk Appetite.
• Exposures are actively monitored, reviewed regularly and reported to GRCC and BRCC. Deteriorating portfolios
are identified, analysed and discussed with the relevant business units for appropriate remedial actions, if
required.
• Data and analytics are leveraged to assess portfolios, as well as to timely identify problem areas and decide on
corrective actions.
• The Group maintains a robust and effective market risk policy framework and actively measures, monitors and
manages market risk within the approved Risk Appetite.
• The Group Market Risk Committee is supported by several working groups to provide better oversight on various
MARKET RISK
areas of risk and governance.
• The Group also provides constructive challenge to the line of defence in managing the market risk of the Group
and adopts the best practices for market risk management in the region.
• The Group actively manages operational risk within the established risk appetite.
• Operational risk management is embedded as an important element in the assessment of risks within the Group’s
products, services, processes and systems.
• IT risk (including cyber security) remains a top global operational risk. The Group continues to institutionalise
OPERATIONAL RISK capabilities to mitigate such threats while building resilience.
• Multiple initiatives are underway to strengthen existing infrastructure on system capabilities, data management
and internal controls.
• The Group continues to manage reputational risk robustly by identifying the sources of the risk and monitoring
these via key risk metrics within the defined risk appetite.
• The Group maintains high quality liquid assets and well diversified sources of funds as a liquidity risk buffer
under both business-as-usual (BAU) and stress conditions.
• The Group actively measures, monitors and manages its liquidity positions to comply with the regulatory Basel III
FUNDING & LIQUIDITY RISK
Liquidity Coverage Ratio (LCR) requirements.
• The Group also performs semi-annual consolidated stress tests (including liquidity stress tests) to identify
vulnerable areas in its portfolio, gauge the financial impact and enable management to take pre-emptive actions.
• Country limits are set to capture and manage country risks arising from credit exposure to obligors.
COUNTRY RISK • Country limits are approved by Group Credit Committee upon consideration of the relevant risks and business
requirements.
• The Group has established Board Shariah Committee (BSC) and four Shariah functions namely, Shariah and
Governance, Shariah Risk Management, Shariah Review CoE and Shariah Audit as required under BNM Shariah
Governance Framework. This governance is to monitor Shariah compliance in the Islamic banking business.
SHARIAH NON-COMPLIANCE
• Shariah-related policies and procedures have been developed among others, requiring approval from BSC for all
(SNC) RISK
Islamic banking business and operations.
• Risk management tools have been enhanced, facilitating how Business Units (BU)/Business Enablers (BE)
identify and manage inherent SNC risk in their areas.
• The Group manages reputation risk by identifying sources of reputation risk, monitoring and managing these
within the defined risk appetite. The reputation risk appetite is defined and set by the Board in the form of a
statement.
• Individual Business Units, Functions and Subsidiaries are responsible to produce risk assessments and
subsequently report reputation risk reports via the Operational Risk Management tools.
• Responsibility for providing oversight over the management of reputation risk lies with the Group Operational
Risk Committee (GORC).
REPUTATION RISK
• Where risk assessments lead management to believe that the reputation risk is outside the risk appetite, relevant
actions are to be taken to reduce, avoid or accept the risk. The process of documenting the specific risk and
mitigating actions are documented via the Group Control Issue Management process.
• Where thematic risks are identified and reported to the GORC, the committee and its members may request
management to take additional mitigating actions to manage the risk in order not to breach the risk appetite.
• Key reputation risk indicators are monitored and reported regularly to GORC to identify changes in the respective
risk profiles within the Group that may impact stakeholder expectations.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 47
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
60 Capital Management
61 Credit Ratings
64 Investor Relations
48 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
MANAGEMENT
DISCUSSION AND
ANALYSIS
Performance
Review
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 49
Khairul Rifaie
Group Chief Financial Officer
50 A S E A N C A T A L Y S T
THE YEAR IN REVIEW
The game-changing political developments in Malaysia provided significant Our 2018 financial performance was strong as we recorded a 24.8% YoY
challenges to the domestic capital markets and business environment. growth in net profit to RM5.58 billion compared to RM4.48 billion in 2017,
Sustained geopolitical and economic tensions kept markets, interest rates on the back of lower operating expenses and loan loss provisions. This was
and commodity prices volatile throughout 2018. The Group maintained a equivalent to an earnings per share (EPS) of 59.7 sen. With the Group’s
conservative and pragmatic stance in 2018 focusing on prudent asset growth, strong capital ratios and profitability, we maintained a high dividend
strong risk management and keeping costs under control. Coupled with pay-out of 50.8% (excluding the one-off gain from the shareholding
shareholding alignments at CPAM, CPIAM and CSI, we successfully achieved realignment at CPAM and CPIAM).
our T18 targets with an ROE of 11.4%, cost income ratio (CIR) of 49.8% and
ended the year with a Common Equity Tier 1 (CET1) ratio of 12.6%.
The improved performance was attributed to a combination of prudent and targeted growth strategies across the region, tighter costs controls,
enhanced credit risk measures, better asset quality management and strategic reorganisation, driving stronger bottom-line result despite weaker
than expected capital market-related revenues:
The Group’s 2018 revenues were 1.4% lower at RM17.4 billion Asset quality continued to improve in 2018 as the Group’s total loan
compared to RM17.6 billion in 2017. loss provisions declined by 35.8% YoY to RM1.43 billion in FY18
compared to RM2.23 billion previously, translating to a loan loss charge
Net interest income (NII) was 2.5% lower YoY at RM11.9 billion due to (LLC) of 0.41%. Provisions were lower in Consumer and Commercial
a combination of weaker Net Interest Margins (NIM) in Indonesia Banking, most notably in Thailand and Malaysia. The Group’s gross
following aggressive interest rate hikes, some year-end deposit cost impaired loans ratio improved to 2.9% for the year.
pressures in Malaysia and foreign exchange rate translation effects.
Group NIMs were 13bps lower YoY at 2.50%. Total gross loans grew 7.0% YoY, underpinned by Malaysia at 10.5%
YoY, with Thailand, Singapore and Indonesia coming in at 7.8%, 5.3%
Non-interest income (NOII) grew by 1.1% to RM5.5 billion largely and 1.8%, respectively. Consumer Banking loans expanded 7.4%
attributed to the gain from disposal of interest in CPAM and CPIAM during the year while Wholesale loans were 8.3% higher.
amounting to RM928 million. Core capital markets-related fees were
softer in 2018 due to lower capital market activities post-GE14 as well The Group deposits were 6.3% higher YoY driven by Consumer and
as global market uncertainties. Consumer bancassurance and wealth Wholesale Banking deposits which grew 10.7% and 6.4%, respectively.
management, Private Banking and Transaction Banking fees continued Commercial Banking deposits were 9.8% lower YoY following the
to grow well. business recalibration in Thailand. The Group’s CASA ratio stood at
32.7% as at end-2018. Liquidity remained strong with the loan to
Operating expenses declined by 5.2% YoY to RM8.7 billion in 2018 deposit ratio at 91.2% whilst the Liquidity Coverage Ratio stood
(from RM9.1 billion in 2017) reflecting the Group’s efforts in containing comfortably above 100% for all banking entities.
costs and increased focus on improving operational efficiencies across
all jurisdictions and business lines. The Group’s cost-to-income ratio Capital adequacy remains robust as we ended 2018 with a CET1 ratio
(CIR) improved to 49.8% versus 51.8% in 2017. of 12.6% compared to 12.2% as at end-2017.
GROWTH DRIVERS
The Group’s stronger bottom-line performance in 2018 was driven – The enhanced risk management practices put in place four years ago
by robust loan growth, well contained operating expenses, lower continued to yield results as loan loss provisions fell by 35.8% YoY to a
loan loss provisions and the one-off gain from the shareholding 5-year low of RM1.4 billion or a LLC of 0.41%. Close asset quality
realignment at CPAM and CPIAM. monitoring supported by robust policies and guidelines ensure early
detection of problematic accounts and potential impairments.
– The Group took a measured approach to loan growth, ensuring
that risk-adjusted returns were strictly adhered to in all credit – The Group disposed of a 20% interest in CPAM and 10% interest in
decisions. Malaysia Consumer loans rose 8.3% YoY in line CPIAM during the year, recognising a one-off non-operation gain of
with data mining and Digital Sales Enablement (DSE) efforts. RM928 million. The gain was recognised as an NOII revenue under
The Islamic-first initiative in Malaysia played a material role in Group Funding and contributed to the stronger top-line and 24.8%
this growth, with Islamic financing growing 22.8% YoY in 2018. growth in net profit.
Corporate loans expanded in Malaysia, Thailand and
Singapore. The Group focussed on higher quality, albeit with Asset Quality
lower-NIM loans in Indonesia and completed the recalibration
of the Commercial Banking book in Thailand. 0.73 0.74
0.69
– One of the highlights for 2018 was the strong control of 0.58
operating expenses as we maintained strict cost discipline 2.41
2.17 2.23 0.41
across all businesses and geographies. We derived significant
cost savings from digitisation, improving operational 1.52 1.43
productivity, streamlining procurement processes and
lowering marketing expenses. The deconsolidation of CSI in
2018 had a material impact on the Group’s operating costs.
2014 2015 2016 2017 2018
Provisions (RM’bil) LLC (%)
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 51
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
Group Funding 2,094 1,063 97.0% Notes: + Excluding bad bank ~ Excluding FX fluctuations ^ In local currency
# Based on geographical location of counterparty, excluding bad bank
Total income 17,382 17,626 (1.4%) ** Including Labuan, London, Cambodia, Vietnam, Hong Kong & Shanghai
ASEAN remains the Group’s key focus and significant effort has been made Operating costs was one of the main highlight in 2018 as expenses reduced
to diversify the earnings not just by business lines but also by geography. by 5.2% YoY to RM8.66 billion bringing it back to 2016 levels. Coupled with
Indonesia and Thailand recalibrated during the year, establishing a firmer improved revenues, our CIR reduced to 49.8% for the year.
footing and bringing about stronger performances in asset quality. – The Group’s 4-year cost mitigation initiative achieved its objective of
reducing annual operating costs through improving efficiency and
The following section provides an overview of the Group’s performance by productivity by promoting greater financial discipline across all business
country: lines and geography. This has led to a 5-year operating expense CAGR
– Malaysia’s PBT expanded 12.8% YoY to RM5.16 billion largely due to the of only 1.1% compared to the 5-year revenue CAGR of 4.1%.
RM928 million gain from the shareholding realignment at CPAM and – During the year, a lot of progress has been made with the streamlining
CPIAM. Consumer and Commercial Banking were the main growth of the equities business and the cost savings from improved turnaround
drivers with top-line expansion and lower expenses and provisions, while times and enhancing our digital initiatives, namely the launch of the
Wholesale bore the brunt of weak capital markets during the year 1-Minute Auto Loans and Home Financing InstaApproval.
despite a brief respite in the third quarter. Gross loans grew strongly at – Internally, the “Kaiju” programme was set up as part of the T18
10.5% in 2018, above the industry growth of 6.2%, driven by Consumer programme to create greater awareness within the firm on cost control
and Corporate Banking. and to ingrain a deeper culture of cost discipline. Numerous small and
– PBT from Indonesia was 1.6% lower YoY at RM1.35 billion, as revenues large scale initiatives and projects were launched which had a positive
were impacted by six interest rate hikes totalling 175bps during the result in lowering costs in 2018.
52 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
RETURNS TO SHAREHOLDERS Going into 2019, we remain cautious of the sustained external headwinds and
decelerating global economic growth, which may pose challenges to our
With the strong performance in 2018, the Board approved and declared top-line growth. Therefore, we will continue to focus on prudent and targeted
total dividends amounting to RM2.37 billion or 25.00 sen per share to be asset growth, strong asset quality and strict cost controls.
distributed to shareholders for FY18. The first interim dividend of 13.00 sen
per share was paid out in October 2018, with a DRS take up rate of 86.3% With this, the targets for 2019 are an ROE of between 9.0-9.5%, CET1 ratio
while the remainder was paid out by cash. The proposed second interim of at least 12%, CIR of 52.6% and LLC of between 0.4-0.5%. We are
single-tier dividend of 12.00 sen per share is to be paid out by May 2019 projecting a 6% loan growth for 2019, as we aim to continue to gain market
with the option of either cash or via a DRS. The dividends translated to a share in Malaysia, supported by stronger growth in Indonesia, Thailand and
payout ratio of 50.8%, excluding the one-off gains from the sale of CPAM Singapore.
and CPIAM.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 53
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
FIVE-YEAR GROUP
FINANCIAL SUMMARY
297,822,144
323,719,559
324,218,054
346,290,529
284,714,019
320,509,026
338,530,629
356,994,529
379,671,991
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
15.0
14.0
20.0
25.0
25.0
9.2
7.3
8.3
9.6
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
15.8
16.2
16.8
18.4
^ Include investment accounts of customers and structured investments classified as financial liabilities designated at fair value through profit or loss and other liabilities
54 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
FIVE-YEAR GROUP
FINANCIAL HIGHLIGHTS
^ Include investment accounts of customers and structured investments classified as financial liabilities designated at fair value through profit or loss and other liabilities
~ Excludes headcount borne by third parties
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 55
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
SIMPLIFIED GROUP
STATEMENTS OF FINANCIAL POSITION
ASSETS
18.0%
19.0%
2018 2017
63.2% 62.5%
0.1% 0.1%
5.1% 0.2% 5.1% 0.3%
4.5% 4.4%
6.8% 7.4%
69.3% 68.7%
9.9% 9.9%
2018 2017
3.8% 3.9%
0.3% 0.2%
Deposits and
Bills and Debt securities
Deposits from Investment accounts placements of banks
acceptances payable issued and other
customers of customers and other financial
and other liabilities borrowed funds
institutions
56 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
QUARTERLY
FINANCIAL PERFORMANCE
2018
RM’000 Q1 Q2 Q3 Q4
Net non-interest income and income from Islamic banking operation 1,883,528 2,496,262 1,727,069 1,640,669
Net profit attributable to owners of the Parent 1,305,874 1,980,783 1,179,718 1,117,135
2017
RM’000 Q1 Q2 Q3 Q4
Net non-interest income and income from Islamic banking operation 1,714,952 1,643,204 1,820,124 1,989,119
Net profit attributable to owners of the Parent 1,180,258 1,102,464 1,132,224 1,060,229
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 57
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
Interest
As at Effective income/
31 December interest rate expense
RM’million % RM’million
Cash and short-term funds & deposits and placements with banks and other financial institutions 39,903 2.52 1,214
Financial assets at fair value through profit or loss 29,511 2.90 789
Debt instruments at fair value through other comprehensive income 32,276 4.28 1,327
Interest
As at Effective income/
31 December interest rate expense
RM’million % RM’million
Cash and short-term funds & deposits and placements with banks and other financial institutions 45,723 2.28 1,148
* Total deposits include deposits from customers, investment accounts of customers, deposits and placements of banks and other financial institutions, financial liabilities designated at
fair value through profit or loss and structured deposits.
58 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
VALUE ADDED
STATEMENT
2018 2017
RM’000 RM’000
Value added
Expected credit losses/allowance for impairment losses on loans, advances and financing (1,432,661) (2,230,907)
Expected credit losses/allowance written back for commitments and contingencies 7,427 10,364
Other expected credit losses/allowance for other impairment losses (134,500) (175,167)
To employees:
Personnel costs 4,926,747 5,254,514
To the Government:
Taxation and zakat 1,537,314 1,502,019
To providers of capital:
Cash dividends paid to shareholders 376,094 402,338
Non-controlling interests 79,843 132,791
45.9% 38.5%
39.6%
43.6%
2018 2017
4.4%
3.6% 12.0% 12.4%
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 59
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
CAPITAL
MANAGEMENT
OVERVIEW
Capital management at CIMB (2) To allocate capital efficiently (3) To maintain capital at optimal relevant capital ratios of each of
Group remains focussed on across the business units and levels to meet the the regulated banking entities of
maintaining a healthy capital subsidiaries to (a) support the requirements of other Group the Group in comparison to the
position through building an organic growth of the Group’s stakeholders, including rating minimum level required by the
efficient capital structure. The business units and agencies and customers. respective central banks under the
capital position and structure of the subsidiaries; (b) take Basel III framework.
Group are designed to meet the advantage of strategic The Group’s regulated banking
requirements of shareholders, acquisitions and new entities have always maintained a
customers, regulators, external businesses when opportunities set of internal capital targets which
rating agencies, and other arise; and (c) optimise the provide a strong buffer above the
stakeholders. Guided by CIMB return on capital for the minimum regulatory requirements.
Group’s Capital Management Group. The following table shows the
Framework, the objectives of
capital management are as follows:
Common Equity
(1) To maintain a strong and Tier 1 Capital Tier 1 Capital Total Capital
efficient capital base for the Capital Ratios As at Minimum As at Minimum As at Minimum
Group and its entities to (a) (After Proposed 31 December Regulatory 31 December Regulatory 31 December Regulatory
always meet regulatory capital Dividend) 2018 Ratio 2018 Ratio 2018 Ratio
requirements; (b) realise
returns for shareholders CIMB Bank 12.23% 4.50% 13.66% 6.00% 18.35% 8.00%
through sustainable return on CIMB Islamic 13.50% 4.50% 14.03% 6.00% 16.19% 8.00%
equity and stable dividend
payout; and (c) withstand CIMB Investment
stressed economic and market Bank Group 30.25% 4.50% 30.25% 6.00% 30.25% 8.00%
conditions. CIMB Niaga 17.97% 4.50% 17.97% 6.00% 19.20% 8.00%
CIMB Thai 13.32% 4.50% 13.32% 6.00% 18.69% 8.50%
Our goal is to continuously build (2) CIMB Group issued RM0.7 The DRS was implemented in 2013 to provide shareholders with an option
capital towards the full billion Basel III T2 to reinvest dividends into new ordinary shares of CIMB and at the same
implementation of Basel III Subordinated Debt on time to help preserve the Group’s capital. It was first applied to the Group’s
requirements, whilst optimising its 29 March 2018, RM1.2 billion second interim dividend for the 2012 financial year. The dividend
use fully. Various tools are Basel III T2 Subordinated Debt reinvestment rate has been encouraging, with an average rate of 81.3%
employed to achieve this, on 13 September 2018 and since inception.
including: RM1.0 billion Basel III AT1
Capital Securities on
(1) liability management to 60 51.0%
23 October 2018. 49.5% 50.8%
address capital instruments 50
40.4% 41.9%
that are no longer compliant (3) The continuing RWA
with the new Basel III optimisation initiatives during 40 42.4%*
guidelines; the year, largely through active 30 25.00 25.00
loan portfolio rebalancing, 20.00
(2) new Basel III instruments 20 15.00 14.00
system and data
issuance; enhancements and parameter 10
(3) dividend reinvestment scheme and methodology 0
(DRS); recalibrations. 2014 2015 2016 2017 2018
(4) risk-weighted assets (RWA) Total Payout Ratio
optimisation; and
* excluding the gain on sale of CPAM & CPIAM, the dividend payout ratio is 50.8%.
(5) Group-wide stress testing and
impact assessment.
DIVIDEND POLICY
Key capital management initiatives
that were undertaken during 2018
For the financial year ended shareholders could elect to reinvest respect of the financial year ended
include:
31 December 2018, the first interim in new ordinary shares in 2018 was approved by the Board of
(1) The DRS was continued with a single tier dividend of 13.00 sen per accordance with the DRS. Following Directors on 31 January 2019 and
reinvestment rate averaging ordinary share, on 9,365,794,381 the completion of the DRS, a total Bank Negara Malaysia on 25
83.7% in the year, reflecting ordinary shares amounted to cash dividend of RM166,641,187 February 2019. The second interim
investor confidence in the RM1,217,553,269 was approved by was paid on 24 October 2018. single tier dividend will be payable
Group and generating an the Board of Directors on 27 July by May 2019 and will consist of an
additional RM1.9 billion of 2018 and Bank Negara Malaysia on A second interim single tier dividend electable portion of 12.00 sen per
capital. 29 August 2018. The dividend of 12.00 sen per ordinary share, on ordinary share which shareholders
consisted of an electable portion of 9,564,454,510 ordinary shares can elect to reinvest in new ordinary
13.00 sen per ordinary share which amounting to RM1,147,734,541 in shares in accordance with the DRS.
60 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
CREDIT
RATINGS
Moody’s Investors December 2018 1. Long-term Foreign Currency Bank Deposits Rating A3
Service (Moody’s) 2. Short-term Foreign Currency Bank Deposits Rating P-2
3. Long-term Domestic Currency Bank Deposits Rating A3
4. Short-term Domestic Currency Bank Deposits Rating P-2
Stable
5. Senior Unsecured Notes A3
6. USD1.0 billion Multi-Currency Euro Medium Term Notes Programme (P)A3
7. USD5.0 billion Euro Medium Term Note Programme (Senior (P)A3/(P)Ba1
Unsecured/Subordinated)
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 61
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
Credit Ratings
Moody’s Investors December 2018 1. Long-term Foreign Currency Bank Deposits Rating A3
Service (Moody’s) 2. Short-term Foreign Currency Bank Deposits Rating P-2
Stable
3. Long-term Domestic Currency Bank Deposits Rating A3
4. Short-term Domestic Currency Bank Deposits Rating P-2
CIMB THAI
CIMB NIAGA
62 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
BALANCE SHEET
MANAGEMENT
The core functions of Balance long-term stable funding. Presently,
we are focusing on attracting stable 2018
Sheet Management team
retail deposits to provide
include generating balance sustainable funding required for the 9.6%
sheet strategies and providing extension long-term retail and SME 23.6%
8.0%
guidance to business units on credits that are beneficial to the Treasury
economic livelihood of the society. Liabilities
sustainable value creation for
Financial Long-Term
the Group by optimising The Group maintains a robust Instruments Debts
structural funding and liquidity liquidity profile to comply with Loans, Advances Deposits &
63.1% 69.6%
profile of the Group’s banking internal measures that adhere to and Financing Investment
the best market practices as Accounts from
book. The team also guided by the Basel Standards. The
Cash &
Customers
Short-Term Funds
maintains a robust and Group also observes Basel III Other Liabilities
Other Assets
responsive Funds Transfer Liquidity Framework, namely the
6.7% 2.9%
Pricing (FTP) framework, Liquidity Coverage Ratio (LCR), Total Equity
6.6% 9.8%
with a primary focus on ensuring a
which is governed by the sufficient buffer of liquid assets to Assets Liabilities
Group Asset Liability survive a significant stress scenario
Committee (GALCO). The FTP lasting 30 calendar days.
mechanism is reviewed and The loans, advances and financing of the Group’s assets is funded from a
Balance Sheet Management team
calibrated based on best is responsible in implementing the funding mix comprising of customer deposits and investment accounts
alongside stable long-term borrowings such as senior funding,
market practices and various Base Rate (BR) Framework in
Malaysia. BR is computed in subordinated obligations, as well as asset securitisation. Our core source of
regulatory principles while funding, deposits and investment accounts from customers have shown a
accordance with the methodology
accommodating for balance approved under the Reference Rate steady and resilient growth of 6% in 2018 and continues to increase their
sheet strategies as approved Framework of Bank Negara compositions in the overall source of funding. Loans, advances and
Malaysia (BNM). The team monitors financing has grown by 7% in 2018 leading to a sustainable increase of net
by the management and the
the effective base rate and notifies interest income for the Group.
Board of Directors.
the trigger event to GALCO on the
The FTP framework promotes an change of BR, facilitating
efficient Group-wide allocation of management decision-making. The
funding costs and benefits to the deployment of BR enables the 2017
business units by taking into Group to support efficient financial
account the interest rate and intermediation and monetary policy
liquidity positions of the Bank. In transmission while at the same time 8.4%
Assets Liabilities
The Group has maintained a 81% and 72% respectively.
healthy level of liquid assets which Given the introduction of new
is reflected from Liquidity Coverage liquidity measures such as LCR in
Ratio of 164% as at 31 December the recent years and upcoming
2018 which is well above the implementation of Net Stable
minimum requirement of 90% for Funding Ratio (NSFR), the Group
2018. The bank also observes its has been focusing on the growth of
level of liquidity using indicators high quality liquid assets as well as
such as loans-to-funding (LTF) sticky deposits in ensuring a
which includes debt issuances in sustainable liquidity buffer not only
addition to deposits while loan-to- to survive a significant stress
fund-and-equity (LTFE) expands on scenario lasting 30 calendar days
with the inclusion of equity. The but also a longer time horizon.
measure for LTF and LTFE for the
Group as at 31 December 2018 is
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 63
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
INVESTOR
RELATIONS
2018 was one of those watershed years where the Investor Relations efforts had to be on point. Malaysia experienced an
unprecedented political upheaval which shook the domestic capital market, created short-term uncertainties across all aspects of
the economy including currency volatility and unpredictable policies. The US-China trade war raised global market volatility and
caused widespread uncertainty, which was not aided by the US government shutdown in end-2018 and volatile commodity prices
including crude oil. Investor interest and attention in the company waned within this scenario and it was not surprising that the stock
came off its 2017 highs over the year. For CIMB Group’s Investor Relations, 2018 was a year for defence rather than offence.
We remain steadfast in our Communication lines with domestic and foreign investors were kept firmly open. The Group’s Investor Relations
principles of maintaining high sought to provide institutional access to the Group’s senior management wherever possible either via direct
standards of disclosure and one-on-one meetings, teleconferences or via roadshows and investor conferences. The Group CEO Tengku Dato’
transparency with the belief that Sri Zafrul Aziz and Group CFO Shahnaz Jammal (now CEO of Group Wholesale Banking) led the investor relation
investors value consistency and activities with support from the Investor Relations team and selected members of senior management where
honesty through both the good as necessary. These include Khairul Rifaie (Deputy CFO, now Group CFO), Tigor M. Siahaan (CEO of CIMB Niaga) and
well as the more challenging times. David Richard Thomas (Group Chief Risk Officer).
With the over-arching backdrop of
domestic and global political Significant Events
gyrations, the Group also
witnessed the retirement of our Date Event
Chairman and ex-Group CEO Dato’
Sri Nazir Razak. Whilst creating 18 January 2018 Completion of disposal of 50% interest in CIMB Securities International
some short-term uncertainty, these
25 May 2018 Completion of divestment of 20% equity stake in CPAM and 10% equity stake in CPIAM
developments did not detract
management from maintaining the 24 September 2018 Announcement of Dato’ Sri Nazir Razak’s intention to retire as Group Chairman
momentum of its T18 initiatives
with the completion of the 28 September 2018 Completion of Jupiter Secuities acquisition
disposals of a 50% interest in the 19 October 2018 Dato’ Sri Nazir Razak retires as Group Chairman
regional cash equities business as
well as the shareholding 20 October 2018 Appointment of Datuk Mohd Nasir Ahmad as Group Chairman
realignment of the asset
19 November 2018 Announcement of Management Reorganisation
management business. The
acquisition of Jupiter Securities 3 December 2018 Launch of CIMB Bank Philippines
was another step towards
18 December 2018 Formalisation of 50:50 JV with China Galaxy Securities
completing the Malaysia equities
business realignment by 2019. We
also saw the launch of the Fast
Forward initiative in CIMB Thai to
reinvigorate the growth trajectory, ANALYST BRIEFINGS
launched the CIMB Bank
Philippines branch and the digital
The quarterly announcements of the Group’s financial performance are accompanied by investor briefings and
banking proposition in both
press conferences. To accommodate regional analysts and fund managers, concurrent conference call facilities are
Vietnam and the Philippines. All in,
provided to ensure full access to all necessary stakeholders. The Group CEO presents the quarterly or annual
it was another action packed year,
performance before opening up each session to queries. Interested participants have the opportunity to pose any
which the Investor Relations team
relevant questions to senior members of management present. It is the Investor Relations team’s responsibility to
had to carefully articulate to the
ensure that financial statements and press releases are uploaded to Bursa Malaysia. The documents and
market.
presentations are subsequently emailed to all pertinent parties and uploaded onto the Investor Relations segment
within the Group’s website.
Whilst the Group posted another
year of record earnings in 2018,
operating revenues were impacted Announcement of Financial Results
by the sharp shortfall in capital
market revenues in Malaysia, while Date Event Type of Meeting
the hawkish interest rate stance by 30 May 2018 CIMB Group 1Q18 Results Conference Call
the US Federal Reserve led to
similar aggressive hikes by the 29 August 2018 CIMB Group 2Q18 Results Analyst Briefing and Conference Call
Indonesian central bank, which
29 November 2018 CIMB Group 3Q18 Results Conference Call
brought about a sharper than
expected NIM compression at 28 February 2019 CIMB Group 4Q18 Results Conference Call
CIMB Niaga. Coupled with swirling
rumours and uncertainties
surrounding currency and oil price
fluctuations, the Investor Relations
team had our hands full through the
year.
64 A S E A N C A T A L Y S T
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Investor Relations
AGM/EGM
INVESTOR MEETINGS
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 65
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
Investor Relations
The Group started 2018 with the via a series of non-deal roadshows expressed their appreciation for As the fifth largest company by
traditional start-of-year to Singapore, Zurich, the management’s efforts in making market capitalisation on Bursa
conferences and roadshows to set Netherlands and London, and time to meet them on their home Malaysia as at end-2018 and a core
the tone for the year. However, the participated in the CLSA Investors ground to explain the developing component of the FBMKLCI Index,
significantly quiet pre- and post- Forum in Hong Kong. This allowed situation. In the 46 overseas CIMB Group attracts its fair share
GE14 period meant that investor management to provide an on-the- meetings conducted over the year, of coverage by the investment
interest and appetite were ground update on the political and we met a total of 101 existing and community. As of end December
materially dampened during the economic situation in Malaysia, in potential shareholders. Our share 2018, a total of 24 analysts and
middle of 2018. Given this addition to providing clarity to register analysis ensured that research houses have core
backdrop, the Group CEO and CFO investors on the latest pertinent stakeholders are targeted
coverage on the stock. Given its
made a conscious decision to developments and issues faced by to maximise senior management
position as the second largest
engage foreign investors directly the Group during the period of time utility.
financial institution in Malaysia and
between September and October uncertainty. Stakeholders
fifth largest in ASEAN by assets,
CIMB Group is closely tracked by
Conferences and Roadshows domestic, regional and global
sell-side research analysts and
buy-side investors.
Date Event Location Organiser
4-5 January 2018 CIMB 10th Annual Malaysia Corporate Day Kuala Lumpur CIMB
NO RESEARCH HOUSE
23 January 2018 Invest Malaysia Kuala Lumpur 2018 Kuala Lumpur Bursa Malaysia and
Maybank 1 Affin Hwang Investment
Bank
15-16 March 2018 Non-Deal Roadshow London Credit Suisse
2 AllianceDBS Research
19-20 March 2018 Credit Suisse Asian Investment Conference Hong Kong Credit Suisse
3 AmInvestment Bank
3-4 September 2018 Non-Deal Roadshow Singapore Nomura
4 Bernstein Research
12-13 September 2018 25th CLSA Investors’ Forum Hong Kong CLSA
17 October 2018 Non-Deal Roadshow Zurich UBS 5 Citi Investment Research
18-19 October 2018 Non-Deal Roadshow London UBS 7 Credit Suisse Securities
8 Deutsche Bank
9 Goldman Sachs
CREDIT RATING SHARE PRICE PERFORMANCE AND FOREIGN SHAREHOLDING
10 Hong Leong Investment
The Group engages domestic, After a strong performance in 2017 in Malaysia and weaker NII in Bank
regional and global credit rating and with the challenging capital Indonesia, brought about by 11 HSBC
agencies to provide credit ratings market conditions in 2018, the multiple interest rate hikes through
for the various banking subsidiaries Group’s share price depreciated by the year, were partially offset by 12 JP Morgan Securities
across the region. This is done on
9.3% over the past year – closing gains from divestments of CPAM,
both a solicited and unsolicited 13 KAF-Seagroatt & Campbell
basis to ensure appropriate credit at RM5.71 as the last trading day of CPIAM and CSI. Coupled with a
Securities
rating review coverage with 2018 compared to the adjusted stronger CET1 ratio, strong cost
agencies utilised by counterparty end-2017 price of RM6.30. The controls and lower loan loss 14 Kenanga Investment Bank
financial institutions, existing and stock underperformed the provisions, the Group was able to
potential business partners and 15 Macquarie Capital
FBMKLCI by 3.4% as the achieve all its T18 targets.
various external stakeholders. The Securities
benchmark index declined by 5.9%
Group maintains a continuous through the year. The weaker In light of the heightened 16 Maybank Investment Bank
engagement with rating agencies
performance was largely attributed uncertainties in 2018, the Group’s
including via periodic management 17 MIDF Amanah Investment
updates to ensure that they are to macro and market-related foreign shareholding ended the
developments which curbed year at 25.9% compared to 27.5% Bank
provided with the latest strategic
updates and accurate explanations sentiment on the stock particularly as at end-2017. The change in 18 Morgan Stanley Research
for financial and operational data. after GE14, amidst various sentiment over the year is
In addition, the solid working speculations surrounding the Group illustrated starkly with the foreign 19 Nomura Securities
relationship allows the Group to and GLCs in general. shareholding hitting a high of
remain updated on latest 20 Public Investment Bank
29.6% in March 2018 before
developments and views on global
The Group performed admirably declining to a low of 25.6% in 21 RHB Research
financial markets and economies.
The rating agencies that the Group from a financial perspective as the August 2018.
significantly softer capital markets 22 TA Securities
actively engages with are: Moody’s
Investors Services, Standard and 23 UBS Securities
Poor’s (S&P), RAM Ratings,
Malaysian Rating Corporation 24 UOB Kay Hian
(MARC) and Fitch Ratings.
66 A S E A N C A T A L Y S T
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Investor Relations
8 140
120
100
6
80
60
5
40
20
3 0
Dec 17 Jan 18 Feb 18 Mar 18 Apr 18 May 18 Jun 18 Jul 18 Aug 18 Sep 18 Oct 18 Nov 18 Dec 18
32
30 29.6%
28.8%
28.4%
28.0%
28 27.5%
27.0%
26.3%
25.9% 25.9% 25.8% 25.9%
26 25.7% 25.6%
24
22
20
Dec 17 Jan 18 Feb 18 Mar 18 Apr 18 May 18 Jun 18 Jul 18 Aug 18 Sep 18 Oct 18 Nov 18 Dec 18
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 67
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
Investor Relations
500
450
400
60.8%
350
300
250
200
150
100
1 YEAR 13.5 YEARS
Note: *Date of announcement of the M&A between CIMB Berhad and CAHB
55
50
45
40
35
30
25
20
Dec 07 Dec 08 Dec 09 Dec 10 Dec 11 Dec 12 Dec 13 Dec 14 Dec 15 Dec 16 Dec 17 Dec 18
68 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( P E R F O R M A N C E R E V I E W )
FINANCIAL
CALENDAR
Announcement of the unaudited 61st Annual General Meeting Date of entitlement for the single
consolidated financial results for tier interim dividend of 13.00 sen
the fourth quarter and financial year per share for the financial year
ended 31 December 2017 ending 31 December 2018
Notice of book closure for single Payment of the single tier interim Notice of election in relation to the 1Q19 Financial Results
tier second interim dividend of dividend of 12.00 sen per share for dividend reinvestment scheme.
12.00 sen per share for the financial the financial year ended Scheme provides the shareholders
year ended 31 December 2017 31 December 2017 with the option to elect to reinvest
their cash dividend in new ordinary
shares in CIMB
Notice of 61st Annual General Additional listing of 140,251,847 Payment of the single tier interim 2Q19 Financial Results
Meeting new ordinary shares, via the dividend of 13.00 sen per share for
Dividend Reinvestment Scheme the financial year ending
31 December 2018
Issuance of Annual Report for the Announcement of the unaudited Additional listing of 198,660,129 3Q19 Financial Results
financial year ended 31 December consolidated financial results for new ordinary shares via the
2017 the first quarter ended 31 March dividend reinvestment scheme
2018
Date of entitlement for the single Announcement of the unaudited Announcement of the unaudited 4Q19 Financial Results
tier second interim dividend of consolidated financial results for consolidated financial results for
12.00 sen per share for the financial the second quarter and half year the third quarter ended
year ended 31 December 2017 ended 30 June 2018 30 September 2018
Notice of election in relation to the Notice of book closure for the Announcement of the unaudited
dividend reinvestment scheme. single tier first interim dividend of consolidated financial results for
Scheme provides the shareholders 13.00 sen per share for the financial the fourth quarter ended
with the option to elect to reinvest year ending 31 December 2018 31 December 2018
their cash dividend in new ordinary
shares of CIMB
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 69
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
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M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
MANAGEMENT
DISCUSSION AND
ANALYSIS
Business
Review
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 71
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP
CONSUMER BANKING
for targeted acquisition; identify new revenue initiatives and cost saving
opportunities; hasten turn-around-time (TAT); improve customer experience
(CX), and improve sales productivity through digital sales enablement.
FINANCIAL PERFORMANCE
Tapping the potential of digital, big data and advanced analytics, backed by 2017 2018 2017 2018
a holistic product proposition and an integrated regional universal banking
franchise model, we aim to deliver superior customer experience while 10.7% YoY 39.2% YoY
being sustainably resilient and profitable driven by values such as speed,
efficiency, transparency and service excellence.
Profit Before Tax (RM million) Loss Rates (%)
2,957 0.57%
OUR GROWTH DRIVERS IN 2018 2,567
Embracing the advent of the Fourth Industrial Revolution, we have laid the 2017 2018 2017 2018
foundation towards being a “data first” organisation. We continue to build
and expand our digital capabilities while leveraging on advanced analytics 15.2% YoY 24 bps
72 A S E A N C A T A L Y S T
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C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 73
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP
COMMERCIAL BANKING
both suppliers and distributors of Principals who may have signed-up with
CIMB for this package.
On the product-side, we remained committed to continuously listen to our
customers’ needs. In this aspect, we have improved our credit offering to
support the business growth with the introduction of various enhancements
to our credit facilities and features. We have also made enhancements to
our online banking solution, BizChannel, which now offers auto reminders
to users to complete pending transactions and extension of transaction
expiry period, among others. In Indonesia, we rolled out BizLite, a lighter
version of BizChannel, targeted towards smaller SMEs or businesses with
simple online banking needs. Bizlite is a solution already well-received by
the SME segment in Malaysia. Our ultimate objective is to not just improve
customer experience, but to also deliver innovative solutions to meet
customers’ evolving needs.
Our performance during the year can also be attributed to various factors.
by Victor Lee Meng Teck For instance, structured trade finance business in Singapore witnessed
encouraging growth, capitalising on the China trade flows to the region. In
“2018 was a year of recalibration, when we Malaysia, despite the uncertainties around GE14, we maintained positive
growth, with no significant impact to the core business.
re-examined various parts of our franchise to The programme lending business in Indonesia continued its strong growth
improve operational efficiencies and achieve story, with encouraging customer response to packages such as, SME
Ekstra and SME Optima. The Berjaya Sompo bancassurance partnership,
optimal performance. Our emphasis was on which was established in 2017, garnered positive response from our target
customers in Malaysia, Singapore and Indonesia. While Thailand was in its
ensuring robust infrastructure, especially final recalibration year, there were positive developments from our refocus/
emphasis on the right target segments, and re-engineering of our end-to
in asset quality management as well as the end credit infrastructure.
right enabling mechanisms to support our
FINANCIAL PERFORMANCE
business growth into the future. We ended
the year with positive performance and look 2018 was a year of recalibration, with a strong resolve to improve end-to-
end asset quality. The Group Commercial Banking delivered strong results,
forward to tap new growth potential in 2019 with provisions for 2018 reducing by more than half. This reduction came
and beyond.” primarily from Singapore, Thailand and Indonesia.
Whilst the operating income remained steady due to our cautious growth
strategy, the savings in provisions resulted in PBT growth of 180%
compared to the previous year.
WHO WE ARE AND WHAT WE DO • Loans grew at 2% YoY, reinforcing our strategy for controlled growth
amidst the recalibration efforts.
We provide comprehensive financial solutions, both conventional and • Overall deposits, although dipped, came mostly from our key markets,
Islamic, to various businesses, including mid-corporates, and small & namely Malaysia, Indonesia and Singapore.
medium-sized enterprises (SMEs) across the region.
Profit Before Tax (RM million) Provisions (RM million)
Our end-to-end services include credit facilities, as well as cash management
solutions, treasury and structured products. These are made available to 792
our customers through multiple channels such as online banking, our
661
dedicated relationship managers, and our extensive branch network.
74 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
Mitigation
Challenges/Risks Results OUTLOOK AND PROSPECTS
Strategies
GE14 in Malaysia: • Managed exposure Achieved positive Following the recalibration in 2018, we will be shifting gears in 2019 to
Dampened business on politically linked business growth for accelerate our growth agenda. Over the next few years, we see the digital
environment, as most businesses. the year. economy spurring a new breed of digital-savvy SMEs. To gain
businesses adopted a competitiveness and to better serve the needs of this segment, we are
wait-and-see • Stepped up
campaigns to drive committed to evolve and gain a better understanding of the fast
approach. transforming digital businesses.
deposits to counter
slow asset growth. As we embark on our Forward23 strategic roadmap, digital SMEs and
Currency • Leveraged non- Improved FX as well digitalisation of business will be the two key themes and areas of focus in
Fluctuations: interest income as Bancassurance 2019. This includes an end-to-end digital lending proposition, targeting
Continuous weakening (NOII) to business performance tech-savvy SMEs. Applications from customers can be accepted online,
in Indonesia Rupiah compensate for in 2018. with full straight-through processing capability, allowing quick approvals
(IDR), coupled with margin depression. and disbursement.
net interest margin
CIMB will continue to enhance solutions to help our SME customers to
(NIM) compression in
grow. This includes more targeted solutions for specific SME needs,
Indonesia, further
ranging from financing to cash management solutions, as well as greater
affected both lending
& funding margins. online and digital banking capabilities. We will look to avail a sizeable
amount of funding towards unsecured lending, continuing from the strong
Significant increase in • Embark on Positioning CIMB as a momentum garnered in 2018. CIMB will also work towards improving the
the number of new initiatives to more inclusive bank, general financial literacy for this segment. To this end, we intend to carry
businesses in the last conduct financial with the aim of out a few sessions on awareness, education and risk management for
5 years, and a large literacy and offering a more SMEs in 2019.
proportion of these awareness holistic solution to
businesses do not programs for serve a broader SME In addition to existing products and services, there will be strong emphasis
have financing access. SMEs. base ranging from on digitising the customer journeys by way of automation and use of
start-ups to mature robotics. This approach of optimising the cost to serve or to elevate our
businesses. service levels through cost effective measures will remain a priority,
improving the top-of-the-mind recall for CIMB’s customer experience and
solutions.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 75
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP
WHOLESALE BANKING
Our dual strategy has been to manage our During the year, we have initiated optimisation programmes for our core
Treasury system. We have also increased our spend on IT, mainly to
operating costs by improving efficiencies and strengthen our infrastructure and improve user experience, deliver better
efficiencies, and exercise controls for optimum results.
leveraging on our regional operating model.
From the Fintech front, we were successful in launching our first blockchain
During the year, CGS-CIMB, our joint-venture financing business in Singapore. Outside of ASEAN, various opportunities
have yielded good flow of income particularly in Hong Kong.
with China Galaxy Securities have also
commenced operations, further enhancing our
FINANCIAL PERFORMANCE
Equities business’ geographical footprint.”
Overall, the Group Wholesale Banking Division reported a lower YoY
financial performance. The revenue was 19% lower partially due to the
deconsolidation of the Equities business (excluding Malaysia). Corporate
Banking and Treasury & Markets continued to be the main revenue
contributors at 65% and 26% respectively. Despite the lower YoY revenue,
operating expenses decreased by 17% YoY in 2018 as compared to
WHO WE ARE AND WHAT WE DO previous year attributed to better cost management.
We are a leading Wholesale Banking franchise in ASEAN, catering to the Profit Before Tax (RM million) Operating Expenses (RM million)
banking needs of both corporate and institutional clients. Our regional
2,823
banking solutions include capital markets fund raising; corporate advisory 2,567
services; hedging solutions; cash management; trade, leverage, M&A, 2,342
project advisory and structured-financing; risk manufacturing and market
risk management; fixed income, currency and commodities (FICC) and 1,754
equity derivatives. Our products are distributed across the various
customer segments from retail and high net-worth individuals to SMEs,
Corporates, Non-Bank Financial and Financial Institutions.
We are also one of the top brokers in the region through CGS-CIMB, our
joint-venture with China Galaxy Securities, where we produce research 2017 2018 2017 2018
analysis covering equities and economics, in addition to our award-winning
i-Trade, an online trading platform that provides access to eight exchanges Loans (RM billion) Deposits (RM billion)
worldwide. Our regional Private Banking service offers customised advisory,
120
portfolio planning and wealth management solutions for high net-worth 111
individuals. Our key value proposition, in line with the Group’s footprint, is
155
the benefit of our regional presence, platforms and solutions. Our cross- 146
border regional operating model (ROM) equips us with the capabilities to
offer insights on regional markets and bespoke products with sustainable
returns. In doing so, we also deliver best-in-class and seamless customer
experience across all markets.
76 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
CHALLENGES/RISKS
Mitigation
Challenges/Risks Results
AWARDS & RECOGNITION Strategies
AWARDS TRADE WARS: While our top line was Contained operating
impacted by these costs and grew our
Increased US tariffs
external extraneous corporate loans and
Best Investment Best Bond House in Best Equity House - on Chinese imports
factors, we contained Financial Institutions’
Bank Southeast Asia Malaysia resulted in a global
operating costs to services.
growth slump and a
reduce the impacts on
decrease in world
AWARDING BODIES our bottom line.
trade.
Islamic Banking & Alpha Southeast Asia Alpha Southeast Asia MALAYSIA’S Engaged with the new Achieved corporate
Finance Awards SEA Best Deal and Solution Best Deal and Solution GENERAL ELECTION government and our loans growth that is
2018 Awards 2018 Awards 2018 (GE): clients to gain insights above industry
and better average in Malaysia,
Slowdown in capital
understanding of the mitigating the lower
markets and M&A
new government’s revenue from
activities due to policy
policy direction and investment banking
changes/uncertainties
THE FINALÉ YEAR FOR T18 – OUR IMPACT sectoral priorities. activities.
post GE.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 77
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP
TRANSACTION BANKING
Our e-banking users continued to expand and engage digitally. During the
year, we registered a double-digit growth of 31% YoY in number of active
e-banking clients.
78 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
In 2018, Transaction Banking Total Revenue (RM billion) Key Initiatives Results
division continued to register a
growth of 6% in revenue YoY, with 2.8 CIMB BUSINESS DEBIT
2.6 MASTERCARD
Transaction Banking Malaysia and
Indonesia being the main • Introduced all-new CIMB • Issued a total of 16,153 cards
contributors to the total revenue. Business Debit Card,
• Increased ATM cash withdrawals
empowering business customers
Both Singapore and Cambodia to 90% vs only 10% over-the-
to withdraw conveniently to meet
were the two best performing counter transactions
their business needs at any of
countries in the region, with a the ATMs in Malaysia and across
record of double digit revenue ASEAN instead of queuing at
growth YoY. branch counters. CIMB Business
2017 2018
Debit Card is also ideal for
6% YoY cashless transactions, thereby
reducing the need to handle
cash or issue cheques
TOUCH ‘N GO MERCHANT
THE FINALÉ YEAR FOR T18 – OUR IMPACT ACQUIRING
One of our T18 significant success came from Credit • Became the first and only • Mandated 1,372 stores from 149
1 Client
Profitability &
wallet share
Interest Aggregator (CIA). CIA has contributed to higher acquiring bank to enable TNG merchants for the Dynamic QR
revenue exceeding the target of SGD600,000 by bringing in e-wallet. The Touch ‘n Go app is merchant acquisition
more balances. This helped the bank from both financial an all-in-one e-wallet service
perspective (by improving the P&L) and balance sheet that covers all existing and
perspective (by growing the liabilities). And our clients future Touch ‘n Go products and
enjoyed attractive yields by nationally aggregating their services, including public
deposit balances. transport, toll, retail and parking
We have institutionalised a comprehensive development • Introduced Islamic trade finance • Registered YoY growth in Islamic
framework, which includes relevant training curriculum for products in Indonesia trade finance transactions
each of our target groups. Besides face-to-face training,
• Commercialised full suite of • Led the first Standby Letter of
we also adopted online/e-learning approach for speed and
trade finance products in our Credit (SBLC) issuance by CIMB
cost-effective delivery. During the year, we exceeded the
new market, Vietnam Vietnam for USD9.4 million
T18 target and successfully delivered training for 2,754
supported by CIMB Malaysia
staff across MIST.
Counter Guarantee
Mitigation In the year ahead, we are committed to drive greater digital adoption
Challenges/Risks Results
Strategies amongst our customers. This approach will allow us to tap new
opportunities for revenue and growth, while managing our costs to serve.
System Stability and • Improved system • Severity issues of We will focus in four key areas: (1) Digital Ecosystem & Partnerships; (2)
Resiliency: Puts stability and BizChannel dropped Sectorial Focus; (3) Regional Trade Flows; and (4) Powering Transaction
pressure on overall resiliency through y-o-y Banking.
customer experience technology refresh
• High availability of
BizChannel i.e. no Our initiatives on empowering Transaction Banking via transformation of our
system downtime internet banking system, covering our 3 core businesses and payment
innovation, will help to improve customer experience and strengthen
customer loyalty.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 79
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP ASSET
MANAGEMENT & INVESTMENTS
Despite a challenging year for most global markets as well as ASEAN, our
public markets businesses closed the year with a PBT of RM109 million.
This reflects a 20.6% decline YoY, which is mainly due to the Group’s
corporate exercise i.e. the realignment ownership stakes in CPAM Group
and CPIAM to 40%. Effective June, we recorded 40% share of associate’
performance was recognised instead of a 100% consolidation.
back of these achievements, GAMI is well Our financial performance for 2018 exceeded expectations, mainly driven
positioned to realise its future potential by strong growth in the public markets business. As at December 2018,
AUM closed at RM78.3 billion, which represents 5.8% YoY growth.
as part of our new Group Ventures &
Partnerships (GVP) pillar, which came into AUM YoY Growth
(RM’000)
effect in January 2019.”
+5.8%
78,321
74,028
Fixed
Income,
Corporates, 35%
29%
80 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 81
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
GROUP
ISLAMIC BANKING
Commercial Banking took a broader approach to empowering regional
SMEs in the halal consumer product categories and green sectors. Revenue
growth was supported by quality assets while foreign exchange and trade
financing provided fee-based income to the business. The Multi Currency
Trade Financing-i (MCTF-i) was launched in April, an important addition to
the Islamic trade financing product suite. Furthermore, CIMB Islamic’s SME
financing stood at RM10.5 billion, 33% higher than 2017.
We are the Islamic banking and financial services franchise of the Group
with an extensive suite of innovative Shariah-compliant products and Group Islamic Banking Financing
services. Our solutions include financing, sukuk, investment banking, (RM billion)
Financing (RM billion)
transaction banking, asset management, banca-takaful and securities
services for individual, commercial, corporate and institutional customers
across ASEAN. 71.0
84.8
57.8
In conducting Islamic business, we monitor and ensure good Shariah 68.3
governance and compliance across the Group. With the execution of our
Islamic First strategy, we aim to extend the value proposition of Islamic
products to our customers and the wider public. We aspire to provide
world-class Islamic banking and finance solutions which will progressively
integrate environmental, social and governance factors via a value-based
approach, a hallmark of Islamic finance.
82 A S E A N C A T A L Y S T
M A N A G E M E N T D I S C U S S I O N A N D A N A L Y S I S ( B U S I N E S S R E V I E W )
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 83
STRUCTURE & LEADERSHIP
86 Board of Directors
93 Corporate Structure
84 A S E A N C A T A L Y S T
FORWARD SUCCESS
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 85
S T R U C T U R E & L E A D E R S H I P
BOARD OF
DIRECTORS
86 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
Board of Directors
Board Composition & Age Group Length of Tenure as Director & Gender Nationality
0%
1 50%
Senior Independent Director
50 years & below 5 years & above
7
Male
4 25%
51 years – 60 years 2 years – 5 years
62.5%
Independent Directors
1 7 1
2 25%
61 years – 70 years
37.5%
0 year – 2 years
Female Malaysians Non-
Malaysian
Non-Independent
Directors
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 87
S T R U C T U R E & L E A D E R S H I P
Datuk Mohd Nasir Ahmad Tengku Dato’ Sri Zafrul Tengku Abdul Aziz
Chairperson/Independent Director Group Chief Executive Officer/Executive Director
88 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
QUALIFICATION QUALIFICATION
• Bachelor of Arts (Hons) Business Studies, Sheffield Hallam University, • Bachelor of Laws (Hons), University of Technology, Sydney, Australia
United Kingdom
• Business and Technology Education (BTEC) Higher National Diploma AREA OF EXPERTISE
(HND) Business Studies, Sheffield Hallam University, United Kingdom
• Diploma, Chartered Institute of Marketing, United Kingdom • Corporate, Leadership, Management Operations, Finance and Banking
• Licensed Investment Adviser by Securities Commission of Malaysia
DIRECTORSHIP
AREA OF EXPERTISE Listed Entities
• Finance and Banking (Equity Research and Investment), Management • Generation Development Group
Public Companies
DIRECTORSHIP
• Nil
Listed Entities
• Nil RELEVANT EXPERIENCE
Public Companies Robert Neil Coombe was appointed as Chairperson of Board Risk and
• Nil Compliance Committee on 23 January 2019 and a member of Group
Nomination and Remuneration Committee on 24 January 2019. He is also
RELEVANT EXPERIENCE CIMB’s Sustainability Sponsor to champion the Group’s sustainability
Teoh Su Yin was re-designated as Senior Independent Director of CIMB efforts. He is currently the Executive Chairman of the ASX listed Generation
Group Holdings Berhad on 20 October 2018. She has almost 20 years’ Development Group, a financial services business focused on generational
experience in equity research and investments. financial solutions. He is also Chairman of Craveable Brands, the largest
Australian owned Quick Service Restaurant business. He was the CEO of
Su Yin began her career with JP Morgan Malaysia as a Junior Analyst in Craveable Brands between 2013 and April 2017.
1994. In 2000, she became Head of Research with sector coverage
experience in infrastructure, plantations, power, gaming, real estate and Before joining Craveable Brands, Robert was responsible for all of Westpac’s
conglomerates. Retail, Business and Agri banking operations throughout Australia. Prior to this
role, Robert spent six years as the CEO of BT Financial Group, responsible for
In 2002, she left JP Morgan to join Deutsche Bank Malaysia Berhad, initially
all of Westpac’s funds management, financial planning, insurance, private
as a Senior Analyst and later as Managing Director, Head of Malaysia and
banking, broking, platform and superannuation businesses in Australia.
ASEAN Equity Research. As individual analyst, Su Yin was ranked Top 3 by
Asiamoney in 2008 and 2009.
In total, he has over 35 years’ corporate experience in both Australia and Asia.
She currently serves on the Board of Albizia ASEAN Opportunities Fund in
Singapore, the Board of World Wildlife Fund-Malaysia and holds In addition to the above, Robert is a Director of Tibra Capital, Surfing
directorships in various other private companies. Australia and the Australian Indigenous Education Foundation. He is also a
member of the Advisory Board of 5V Capital Investors.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 89
S T R U C T U R E & L E A D E R S H I P
Upon retirement, Dato’ Mohamed Ross was appointed as an Executive Prior to joining CIMB in 1996, Dato’ Lee had more than seven years of
Director and Senior Advisor of HSBC Amanah Takaful Malaysia Sdn Bhd markets and treasury experience in the Canadian banking industry. He was
until December 2008. At the same time and until April 2016, he was also an the Treasury Portfolio Manager responsible for interest rates and optionality
Independent Director of HSBC Amanah Malaysia Berhad, where he sat as risk and return for a leading Canadian bank and a member of its Senior
Chairman of the Risk Committee and was a member of the Audit Committee Asset-Liability Management Committee.
and Nomination Committee.
Dato’ Lee is also the President of the Financial Markets Association and
Adviser to the Securities Commission Malaysia. He was appointed as First
Dato’ Mohamed Ross currently sits on an Advisory Board overseeing a
Director and Chairman of the Bond and Sukuk Information Platform Sdn
Private Equity Fund (Ekuinas OFM Programme) as an Independent Member.
Additionally he also sits as a Trustee on the Board of Lembaga Zakat Bhd with effect from 3 November 2017 and 22 November 2017,
Selangor and also serves as an Independent Director on the Board of an respectively. He also holds directorships in various other private
Asset Management company. companies.
90 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 91
S T R U C T U R E & L E A D E R S H I P
Nationality : Malaysian
Age/Gender : 50/Female
Date of Appointment : 2002
Length of Tenure : 17 Years
QUALIFICATION
• Bachelor of Laws (majoring in Business Law), Coventry University,
United Kingdom
• Licensed Secretary, Companies Commission of Malaysia
• Affiliate, Malaysian Institute of Chartered Secretaries and Administrators
AREA OF EXPERTISE
• Company Law, Corporate Secretarial Practice, Corporate Governance
DIRECTORSHIP
Listed Entities
• Nil
Public Companies
• Nil
RELEVANT EXPERIENCE
Datin Rossaya Mohd Nashir is currently the Group Company Secretary for
CIMB and has worked at the bank since joining the Corporate Legal
Services Unit in 2002. She was instrumental in setting up the Company
Secretarial Department in 2004 and was appointed as Group Company
Secretary in 2006.
In her role, Datin Rossaya is responsible for providing proper counsel and
advice on Board duties, responsibilities and logistics to ensure that CIMB
complies with relevant laws and regulatory requirements. Her position has
since been expanded to cover the Group’s regional operations where she
plays a liaison role between the Board and its key stakeholders both in
Malaysia and in the Group’s regional operations, ensuring that a corporate
governance framework is deployed in a manner that supports the Group’s
vision and aspirations. Beyond traditional governance, she also serves as a
confidant and resource to the board and senior management.
Declaration
• She does not have any conflict of interest or any family relationship with any other
Director and/or major shareholders of the Company
• She has not been convicted for any offences within the past five (5) years nor has she
been imposed of any public sanction or penalty by any relevant regulatory bodies in 2018
92 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
CORPORATE
STRUCTURE
OTHER SUBSIDIARIES
OTHER SUBSIDIARIES
OTHER SUBSIDIARIES
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 93
S T R U C T U R E & L E A D E R S H I P
BOARDS OF
MAJOR SUBSIDIARIES
Dato’ Zainal Abidin Putih Tengku Dato’ Sri Zafrul Tengku Independent Director Independent Director
Abdul Aziz (Resigned on 31 January 2019)
Non-Independent Director
Datuk Mohd Nasir Ahmad
Chief Executive Officer/
Independent Director Dato’ Sri Nazir Razak
Executive Director
Deputy Chairperson/
Rosnah Dato’ Kamarul Zaman Dato’ Lee Kok Kwan Non-Independent Director
Non-Independent Director (Resigned on 19 October 2018)
Independent Director
SECRETARY
Nadzirah Abd Rashid
Independent Director Datin Rossaya Mohd Nashir
PRESIDENT COMMISSIONER MEMBERS David Richard Thomas Dato’ Sri Nazir Razak
Tengku Dato’ Sri Zafrul Tengku Glenn Muhammad Surya Yusuf Non-Independent Commissioner Non-Independent Commissioner
Abdul Aziz (Resigned on 19 October 2018)
Vice-President Commissioner
Jeffrey Kairupan
President Commissioner Non-Independent Commissioner
Independent Commissioner
CORPORATE SECRETARY
Zulkifli M. Ali
Armida S. Alisjahbana Fransiska Oei
Independent Commissioner
Independent Commissioner
Pri Notowidigdo (Resigned on 1 January 2019)
Independent Commissioner
94 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
CHAIRPERSON MEMBERS Serena Tan Mei Shwen Datuk Joseph Dominic Silva
Chakramon Phasukavanich Dato’ Robert Cheim Dau Meng Non-Independent Director Non-Independent Director
(Resigned on 16 January 2019)
Independent Director Vice Chairperson/
Chanmanu Sumawong
Non-Independent Director
Independent Director Dato’ Lee Kok Kwan
Kittiphun Anutarasoti (Appointed on 20 April 2018) Non-Independent Director
(Resigned on 15 January 2019)
President and Chief Executive
Rom Hiranpruk
Officer
Independent Director
(Appointed on 13 December 2018) SECRETARY
Maris Samaram
Independent Director Zethjak Leeyakars
Chitrapongse Kwangsukstith
Watanan Petersik Executive Director
(Resigned on 22 February 2019)
Independent Director
Non-Independent Director
Dato’ Shaarani Ibrahim
Independent Director
(Retired on 5 July 2018)
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 95
S T R U C T U R E & L E A D E R S H I P
GROUP SHARIAH
COMMITTEE
96 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
GROUP SHARIAH
COMMITTEE PROFILES
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 97
S T R U C T U R E & L E A D E R S H I P
GROUP EXECUTIVE
COMMITTEE
• Mak Lye Mun • Victor Lee Meng Teck • Samir Gupta • Gurdip Singh Sidhu
• Omar Siddiq Amin Noer Rashid • Shahnaz Jammal • David Richard Thomas • Tigor M. Siahaan
98 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
• Effendy Shahul Hamid • Tengku Dato’ Sri Zafrul Tengku Abdul Aziz
• Dato’ Hamidah Naziadin • Kwan Keen Yew • Rafe Haneef
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 99
S T R U C T U R E & L E A D E R S H I P
GROUP EXECUTIVE
COMMITTEE PROFILES
Country Head, Indonesia Country Head, Singapore & Chief Executive Officer/Executive Director, Chief Executive Officer,
President Director & Chief Executive Chief Executive Officer, CIMB Bank, CIMB Islamic Bank Berhad Group Wholesale Banking
Officer, PT Bank CIMB Niaga Tbk Singapore Chief Executive Officer,
Group Islamic Banking
Indonesian | Age 47 | Male Malaysian | Age 60 | Male Malaysian | Age 49 | Male Malaysian | Age 44 | Male
100 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
Samir Gupta Victor Lee Meng Teck Effendy Shahul Hamid Omar Siddiq
Chief Executive Officer, Chief Executive Officer, Chief Executive Officer, Group Chief Operating Officer
Group Consumer Banking Group Commercial Banking Group Ventures & Partnerships
Chief Executive Officer,
Group Transaction Banking
Singaporean | Age 57 | Male Singaporean | Age 48 | Male Malaysian | Age 45 | Male Malaysian | Age 45 | Male
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 101
S T R U C T U R E & L E A D E R S H I P
Dato’ Hamidah Naziadin Gurdip Singh Sidhu David Richard Thomas Kwan Keen Yew
Group Chief People Officer Group Chief Strategy & Design Officer Group Chief Risk Officer Group Chief Legal & Compliance Officer
Chief Executive Officer, CIMB Foundation
Malaysian | Age 55 | Female Malaysian | Age 45 | Male American | Age 59 | Male Malaysian | Age 45 | Male
102 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
INTERNATIONAL
ADVISORY PANEL (IAP)
Established in 2006, the The IAP meets with CIMB’s top management where the management engages the IAP on key strategic ideas and
plans. In 2018, the IAP’s focus was to provide input and critique on the Group’s next 5-year mid term strategy along
IAP functions as an the following areas of focus:
Advisory Body to assist the
Board and top Navigating Trends Going Beyond Banking Technology and People
management of the Group
Discussions centered around taking IAP members deliberated possible How will the Group adapt to the
in devising strategies and a ‘long view’ to ensure relevance options – owning versus partnering, new ways of working – how will the
generating ideas to support and alignment of the strategy to resource, capability and technology Group tackle the inevitable shift in
long term trends while balancing considerations and its implication skills and workforce mix required at
the Group’s corporate the need to be responsive to to the Group in exploring adjacent scale? How do we compete for the
goals. IAP provides changes. industries and new ventures. best in tech talent? These
questions were robustly discussed.
unbiased insights and
ideas and exposes top
management to new
MEMBERS OF THE PANEL
thinking in technology, 1 Tun Musa Hitam, Chairman of 5 Datuk Tong Kooi Ong, Executive 9 Marie Elaine Teo, Senior Advisor
macroeconomics, UM Land, and former Deputy Chairman and CEO of Avarga and Partner at the Holdingham
Prime Minister of Malaysia. Limited, and former Director of Group Ltd, and Independent
demography, sustainability 2 Tan Sri Muhammad Nor Yusof, UEM Sunrise Berhad. Non-Executive Director at GK
and geo-politics. Chairman of Lembaga Tabung 6 Dr Roberto F. de Ocampo, Goh Holdings Ltd.
Haji and Chairman of Malaysian Founding Partner and Director of 10 Nicholas RH Bloy, Co-Founder
Airline System Berhad, former the Centennial Group, and former and Managing Partner of Navis
Chairman of CIMB Group. Secretary of Finance of the Capital Partner Limited.
3 Tan Sri Andrew Sheng, Philippines. 11 Tira Wannamethee, Chief
Distinguished Fellow of the Asia 7 Goh Yew Lin, Managing Director Executive Officer, Baan Chai Talay
Global Institute, and former of GK Goh Holdings Ltd, and Property Co Ltd.
Chairman of the Securities and Director of Temasek Holdings 12 Watanan Petersik, Independent
Futures Commission, Hong Kong. (Private) Limited. Director of CIMB Group and
4 Tan Sri Rainer Althoff, Managing 8 Glenn Muhammad Surya Yusuf, Founder of Asia Capital Advisory
Director of Jatro Pte Ltd, and Independent Director of CIMB Pte Ltd.
former President and Chief Group, former President Director
Executive Officer of Siemens of Lonsum, and former Chairman
Malaysia Sdn Bhd. of IBRA.
1 2 3 4
5 6 7 8
9 10 11 12
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 103
S T R U C T U R E & L E A D E R S H I P
HUMAN CAPITAL
GROWTH
104 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
Based on our analysis, a key outcome was that branches with informal As a result of all these efforts, in 2018, the Employee Engagement Survey
leaders performed significantly better as compared to their peers. (EES) revealed that ABC and Compliance initiatives gained traction and
have been rated favourably at 80% and 90%, respectively.
Improvement Compared to
M.O.M Control Group
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 105
S T R U C T U R E & L E A D E R S H I P
FROM PROMOTING DIGITAL KNOWLEDGE TO HONING DIGITAL FROM BUILDING INTERNAL CAPABILITIES TO
SKILLS AND LEADERSHIP SHAPING FUTURE LEADERS
In 2018, we also launched strategic awareness, agile & entrepreneurial The ever-growing competition and dynamic market environment are only
initiatives, to tap the potential of thinking, future communication increasing the pressure on companies to not just attract the right talent, but
digital technology and future-proof skills, risk & governance, human- to also build and nurture the talent to future-proof the organisation and its
our organisation as well as the centered design and data science & business. Effective and efficient mechanisms to manage the talent
workforce against the 4th Industrial analytics. acquisition, growth and retention needs to be put in place for business
Revolution in the banking sector. continuity, productivity, performance and competitiveness. Our priorities
Launched in May 2018, the 3D In 2018, 3D Academy delivered have been to create a pipeline of talent for succession planning at various
Academy committed RM75 million about 64 classes of 3D 101 levels of the organisation (especially for key and executive positions);
for the next 3 years, with over 2 Awareness Series, with more than enhance market competitiveness through continuously upskilling people;
million training hours to develop 3D 12,000 participants of all levels and enabling employee’ careers, growth and welfare to emerge as the
skills. from Malaysia, Indonesia, ‘employer of choice’ in the sector.
Singapore, Thailand and Cambodia.
The CIMB 3D (Digital, Data, and In addition, about 560 participants
Disruption) Academy aspires to attended Digital Leadership Series; During the year, we also launched a new brand positioning to attract 3D
enhance the digital quotient in all more than 700 participants talent and ‘beyond banking’ or non-conventional banking talent
job roles, enable the Group’s digital attended Design Thinking
transformation and build an agile, workshops and about 400
innovative and tech-savvy participants attended Agile Project
workforce across all levels. Its Management and Data Analytics/
competency framework is anchored Big Data related programmes.
on six pillars, namely digital world
In 2018, the total training and development offered to our employees were
approximately 2.4 million hours with a total investment of close to
RM119 million across the region.
106 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
The business case for diversity of amongst leading global companies. Forward23 is our mid-term strategic roadmap covering the period 2019-
management teams and innovation The Index is derived from scores on 2023, which will be about growth and growing our business differently.
as well as the overall business Diversity, Inclusion, People
resilience has been long- Development and News In pursuing growth, we will continue our future-proofing efforts by
established. Diversity across Controversies and 7,000 transforming customer journeys; digitalisation including technology reboot
multiple disciplines of the companies with the best overall with artificial intelligence (AI), robotics, automation and data analytics;
organisation can foster innovation, scores are selected for the Index. ventures and partnerships and sustainability. In the context of human
inclusive growth and participative CIMB Group is the only financial capital, it will be addressed via our People pillar, which requires us to equip
leadership, with opportunities to institution in Malaysia and ASEAN our employees with the right skills in keeping pace with the emerging
remove barriers in communication, to be included in this years’ list.
technologies such as AI, robotics and algorithms; build new leadership
productivity and performance. Our
competencies to be digitally savvy, and ability to manage digital
efforts have been around creating Besides diversity, we also place
programmes and outcomes; adopting agile workplace and above all, a new
equitable opportunities and emphasis on wellness and well-being
mind-set towards embracing positive change and doing things differently.
balanced growth through policies of our employee. During the year, we
and guidelines that support invested a great amount of time and Our approach to coaching, mentoring and training will involve both
diversity, inclusion, welfare and effort in ensuring that our workplace technical and soft skills covering digital, data, and disruption and delivered
well-being of our employees. is conducive to performance and is through our 3D Academy.
inclusive to meet the needs of all our
In 2018, 56.4% of our total employees at the different stages of In a nutshell, as we embark on our Forward23 journey, we will continue to
workforce comprised of women, their careers and lives. Workplace build our talent pool by re-skilling and up-skilling our people; strengthen
with 44.1% of them in key Wellness@CIMB is a comprehensive our brand to attract ‘beyond banking’ talents; enhance and innovate our
decision-making/managerial roles, programme that provides flexibility hiring practices; and explore alternative employment models.
which is an achievement in keeping and supportive work environment for
with our aspiration. Also, 28.9% of our employees to better manage
top management positions and their work-life effectively. Besides,
22% of the Board positions are we believe that happy employees
held by women, also in keeping will not only be more productive,
with our 2020 target and the and committed to both the For more information on our progressive policies and programmes
Government’s mandate for 30%. organisation and their professional on employee welfare and well-being, refer to CIMB Group
growth, but will deliver better
Sustainability Report 2018.
As an ASEAN franchise, we serve experience for our customers. In
people of different cultures and 2018, CIMB won a Gold at the HR
nationalities, with different skill Excellence Awards 2018 in three key
sets, and from a cross section of categories, to include Work-Life
the society and socio-economic Balance; Employee Engagement;
status. For our commitment, CIMB and Workplace Culture and CSR
has been listed in the Top 100 of Strategy. One of our high potential
the Thomson Reuters’ Diversity and talent was also recognised as the
Inclusion (D & I) Index 2018 Young HR Talent of the Year.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 107
S T R U C T U R E & L E A D E R S H I P
BOARD COMMITTEES
BUSINESS UNITS
108 A S E A N C A T A L Y S T
S T R U C T U R E & L E A D E R S H I P
BOARD OF DIRECTORS
GROUP FINANCE
GROUP TECHNOLOGY
GROUP OPERATIONS
BUSINESS ENABLERS
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 109
C O R P O R A T E G O V E R N A N C E
CHAIRMAN’S STATEMENT ON
CORPORATE GOVERNANCE
Dear Shareholders, As a universal ASEAN bank, During the year, CIMB also
committed to advancing customers completed the roll-out of the Group
The ability of an organisation to consistently deliver shareholder and society, we rely on various Entity Governance Policy to entities
and stakeholder value depends on two important principles of feedback loops and governance across the Group. The main aim of
mechanisms for the Board to the Policy is to protect shareholder
governance. First is the degree of accountability and integrity
continuously review and respond to and stakeholder value for all CIMB
with which it conducts its business. Second is the responsibility the emerging challenges, as well as entities/investments, by
and transparency with which it delivers growth and tap new opportunities for growth. strengthening the discipline,
performance. Besides, our regional operating governance and processes
model allows us to decentralise our surrounding each entity in the
approach to identifying and Group and driving effectiveness of
resolving any potential issues or oversight by management
“I am pleased to present the CIMB 2018 gaps when aligning our business to committees. This is in line with the
local regulations and operational Group’s agenda to forge synergies
Corporate Governance Overview Statement, realities. This in itself makes us across CIMB through governance
which reinforces our commitment to resilient to extraneous factors, and and harmonisation.
future-proofs our business against
the principles of good governance in any and all kinds of risks 2018 also saw the development of
associated with compliance. an integrated roadmap and
managing our business priorities and enhanced governance structure for
fulfilling stakeholders’ expectations. We are At CIMB, governance is a mission- the Group’s next mid-term strategy,
critical function, where the Board is Forward23. With the success
strengthened in our position as ASEAN’s committed to fulfil its oversight achieved from the conclusion of
responsibilities effectively. There is our T18 programme, I am confident
universal bank, with great potential to further much emphasis on the diversity that we will not only deliver new
grow, deliver value, and contribute to the and competency of the Board to growth, but also will live-up to our
enable balanced, intelligent and reputation of upholding high
industry. I take pride in the fact that we insightful decisions. In 2018, we standards of corporate governance
continue to be acknowledged by our multiple have reviewed the skill sets of our
Board members as well as the
in all our operations, locally and
regionally.
stakeholders as an institution of trust, which Senior Management to map their
competencies in critical areas such I take this opportunity to thank our
is one of the most important measures of our as Compliance and Risk; Banking shareholders and other
success.” and Finance; Accounting and Audit; stakeholders for their trust in us
Sustainability and Leadership. The and I look forward to your
Board has complete oversight on continuing association with CIMB
our risk management processes, as our partners in growth.
with annual reviews conducted to
address any gaps and improve
process efficiencies. We also
adhere to risk management
standards such as COSO and
BASEL, in addition to Global
Reporting Initiative (GRI). Datuk Mohd Nasir Ahmad
Chairman
The successful completion of T18
initiatives in 2018 helped
strengthen our core as well as the
foundation of the Group in terms of
governance and structure. During
the year, the Group also made
significant investments to enhance
and reinforce the role of Audit, Risk
& Compliance. For instance, we
raised greater awareness and
instilled compliance culture across
CIMB. With our Regional Operating
Model, the Group was also able to
leverage on economies of scale
and enhance discipline on cost and
spend.
110 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
CORPORATE GOVERNANCE
OVERVIEW STATEMENT
(Pursuant to Paragraph 15.25(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad)
CIMB strongly supports the principles of good corporate governance and is committed to conducting business in an ethical, fair,
transparent and responsible manner, building on its strong reputation on integrity.
CIMB has adopted various CIMB’s Corporate Governance In 2018, CIMB received, amongst 7) Best Retail Bank in Malaysia
initiatives which enable the Board Framework is consistent and others, the following awards for its – The Asian Banker’s
of Directors (Board) and Senior complies with the following best group-wide efforts in upholding the International Excellence in
Management to make well- practices and guidelines: highest standards of corporate Retail Financial Services 2018
informed decisions, provide governance and ethical conduct:
1) Bank Negara Malaysia (BNM)’s 8) Best Productivity, Efficiency
appropriate accountability and
Corporate Governance Policy 1) Best Corporate and and Automation Initiative,
transparency, and establish proper
2016 (BNM CG Policy) Investment Bank, Asiamoney Application or Programme for
culture and behaviours. For CIMB,
Best Bank Awards 2018: 2018 – The Asian Banker’s
it is also important to maintain 2) Main Market Listing
Malaysia International Excellence in
strong governance practices given Requirements (MMLR) of
Retail Financial Services 2018
the highly regulated industry in Bursa Malaysia Securities 2) Best Bank for SMEs,
which it operates and the need to Berhad (Bursa Malaysia) Asiamoney Best Bank Awards 9) Best Equity House (Malaysia)
increase opportunities as well as 2018: Malaysia – Alpha Southeast Asia 12th
for the long-term sustainability of 3) Malaysian Code of Corporate
Annual Best Financial
its business. Towards this end, the Governance 2017 (MCCG) 3) Best Islamic Finance House,
Institution Awards
Board is committed to cultivating a published by the Securities Best in Asia – Achievement
responsible organisation by Commission Awards FinanceAsia 2018 10) Best Institutional Broker
ensuring excellence in corporate (Indonesia) – Alpha Southeast
4) Corporate Governance Guide 4) Most Outstanding Annual
governance standards at all times. Asia 12th Annual Best
3rd Edition 2017 (CG Guide) Report of the Year – Platinum
In this respect, the Board Financial Institution Awards
published by Bursa Malaysia – National Annual Corporate
Committees assist the Board to Report Awards (NACRA) 2018 11) Best Retail Broker (Indonesia)
fulfil its governance role effectively. 5) Minority Shareholder Watch
– Alpha Southeast Asia 12th
Group (MSWG)’s Malaysia- 5) Inclusiveness and Diversity
Annual Best Financial
This Corporate Governance ASEAN Corporate Governance Reporting Award – Silver –
Institution Awards
Overview Statement outlines the Scorecard National Annual Corporate
main corporate governance Report Awards (NACRA) 2018 12) Best Islamic Finance
6) Developments in market
practices and policies that are in Consumer Bank (Malaysia) –
practice and regulations 6) Best Designed Annual Report
place during the financial year Alpha Southeast Asia 12th
– Gold – National Annual
2018. CIMB’s corporate Annual Best Financial
Corporate Report Awards
governance practices are reviewed Institution Awards
(NACRA) 2018
regularly and will continue to be
13) Top 50 ASEAN PLC – 2nd
refined based on global best
ASEAN CG Awards
practices and guidelines.
Shareholders
Board of Directors
Group Nomination
Board Risk & Group Shariah
Audit Committee & Remuneration
Compliance Committe Committee
Committee
Group CEO
Group EXCO
Country-level
Group-wide Committees Divisional Committees
Committees
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 111
C O R P O R A T E G O V E R N A N C E
112 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
CIMB’s Board Charter sets out the board’s strategic intent, authority and Number of meetings convened by the Board and each Board Committee
terms of reference and serves as a primary source of reference and
induction literature. In addition, the Board Charter outlines the Number of
requirements, roles and responsibilities of the Board, Board Committees Meetings in
and individual Directors, in line with CIMB’s efforts to promote the highest 2018
standards of corporate governance. To ensure that it remains relevant, the
Board 16
Board Charter is reviewed every three years or as change arises to ensure
CIMB remains at the forefront of best practices in governance. The Board Audit Committee 18
Charter is available at CIMB Website at www.cimb.com.
Board Risk and Compliance Committee 7
In terms of Board and Board Committee meetings, the Board Charter Group Nomination and Remuneration Committee 17
provides that the Directors should receive meeting materials five days prior
to each Board meeting to allow sufficient time for Directors to review and Group Shariah Committee 8
analyse relevant information. The deliberations and decisions arrived at
Group Board Oversight Committee*1 5
during Board meetings are clearly minuted in a timely manner and action
items for Management will be communicated to the relevant parties within Group Compensation Review Committee*2 6
24 hours after the Board meetings. The draft minutes are then tabled at the
following meeting for confirmation and thereafter signed by the respective Notes:
Chairperson. *1 The Group Board Oversight Committee was dissolved on 1 November 2018 pursuant to
the completion of Target 18 (T18) initiatives
*2 The Group Compensation Review Committee was consolidated into the Group
The Board meets on a regular basis, with a minimum of six scheduled Nomination and Remuneration Committee on 13 December 2018
meetings in a year, of which the dates are determined well in advance to
enable the Directors to plan ahead. In addition to the scheduled meetings,
Special Meetings may be convened as and when required. All Directors
attended more than 75% of Board meetings held during FYE2018, and
physically attended more than 60% of the scheduled Board meetings.
Members of Senior Management have also been invited to attend selected
Board meetings to support the Board with further information on the
matters being deliberated. In addition to the scheduled meetings, the
Non-Executive Directors have a framework and forum to meet separately to
discuss specific matters without any executives present.
Board The Board is responsible for the following: 16 meetings held to deliberate, amongst others, on the following:
• Strategic/business plans of CIMB and the • Matters relating to the Company, the three Malaysian banking
• Comprises eight Members of
monitoring of Management’s success in institutions and regional subsidiaries
whom five Members are
implementing the strategies and plans; and • CIMB’s Budget
Independent Directors
CIMB’s annual budget • CEO’s Quarterly Report
• Conduct of CIMB’s business • Quarterly Capital Management Update
• Identifying principal risks and ensuring the • Report from AC, GNRC and Group Board Oversight Committee
implementation of appropriate internal (GBOC)
controls and mitigation measures • CIMB Group Risk Posture
• Succession planning • Financial Statements
• CIMB’s Communications Policy • Interim Dividends
• CIMB’s governance and internal control • Formalisation/Updates to Group Policies
frameworks • Re-appointment of External Auditors for the FYE 31 December
• Group CEO’s and Directors’ appointments 2018
and their emoluments and benefits • MFRS/IFRS 9
• Effectiveness and performance of the • Business Units Updates and Projects
Board Committees of CIMB annually • Basel II/Pillar 3 Disclosures
• Considering and approving the Financial • Performance Assessment and Proposed Compensation for
Statements and interim dividend and Executive Director
recommend the final dividend to • Compliance’s Quarterly Report
Shareholders prior to public • Anti-Money Laundering/CFT Report
announcements and publications as well • Revision to the Terms of Reference of Board or Board
as all circulars and press releases Committees
• Monitoring the performance of CIMB • Board’s Annual Evaluation on the Effectiveness of the
• Approving the changes on Corporate Management of Compliance Risk
Organisation Structure of CIMB • Recovery & Resolution Plan – CIMB Group and PT Bank CIMB
Niaga Tbk (CIMB Niaga)
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 113
C O R P O R A T E G O V E R N A N C E
Board (continued) • Ensuring that there are adequate controls • KPI Scorecard for Group CEO
and systems in place to measure the • Governance on Remuneration of Senior Management and
implementation of the Group’s policies Material Risk Takers
• Reviewing the adequacy and integrity of • Annual Evaluation Exercise for Board and Key Responsible
CIMB’s internal control systems and Persons
management information systems • Gap Analysis on Amendments to the Bursa Securities Main
• Overseeing the decisions and actions of Market Listing Requirements
Management in achieving the Group’s goal • Beyond T18 and Forward 23
to be a sustainable organisation, taking • Impact of GE14 on CIMB Group
into account key issues related to • Succession Planning for Board of Directors and Senior
Environmental, Economic and Social Management
aspects and impacts to the Group’s • Sustainability agenda
business activities. • Dissolution of GBOC
• Consolidation of Group Compensation Review Committee
(GCRC) into GNRC
Audit Committee (AC) The AC has oversight and is responsible for 21 meetings held to deliberate, amongst others, on the following:
the following: • Matters relating to CIMB, the three Malaysian banking
• Comprises three Members,
• Financial Reporting institutions and regional subsidiaries
all of whom are Independent
• Internal controls • Matters relating to other non-banking subsidiaries of the Group
Directors
• Internal audit function • Matters relating to demerit framework for CIMB
• External audit reports • Annual Performance Review for Group Corporate Assurance
• Related Party Transactions Division (GCAD) (previously known as Group Internal Audit
Division) and Group Chief Internal Auditor
• GCAD’s KPIs for 2018
• Two meetings with External Auditors without the presence of
Senior Management
• Documents pertaining to Annual Report 2017
• Related Party Transactions
• Review of Financial Results
• Update on AC’s Terms of Reference
• MFRS/IFRS 9 Implementation Updates
• Appointment of the new Group Chief Internal Auditor
• Reappointment of External Auditors
• GCAD’s Annual Audit Plan
• Non-Audit Services provided by PwC
• New Accounting Standards and Amendments
• Review of Performance Management System
• Group Internal Audit Malaysia - Salary Benchmarking
• Update on MFRS 16 Leases and MFRS 9 Staging Criteria
• Update on GCAD’s Policy
Board Risk and Compliance The BRCC has oversight and is responsible for Seven meetings to deliberate, amongst others, on the following:
Committee (BRCC) the following: • Risk Management Policies
• Risk appetite • Risk Appetite
• Comprises six Members of
• Risk governance • Risk Profile
whom four (including the
• Risk frameworks • Risk Strategy
BRCC Chairperson) are
• Risk management practices and policies • Risk Management Objectives
Independent Directors
• Risk strategy • Economics Position and updates
• All Members are Non-
• Compliance Risk • Compliance to Risk Posture
Executive Directors
• Risk and Compliance Culture • Annual Performance Review for Group Chief Risk Officer and
• Oversight on IT Risks Group Chief Compliance Officer
• Compliance Framework • Demerit framework on Performance Ratings
• Anti-Money Laundering/Counter Financing • Recommendation for Approval on Pilot Recovery Plan
Terrorism Risk Appetite • IPO exercises
• Compliance and Anti-Money Laundering/ • 2018 Capital Allocation & Risk Adjusted Return on Capital
Counter Financing Terrorism Strategy • Name Change of the Board Risk Committee and Revisions to
the Terms of Reference of the Proposed Board Risk and
Compliance Committee
• Outsourcing Arrangements
114 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Group Nomination and The GNRC has oversight and is responsible 17 meetings held to deliberate, amongst others, on the following:
Remuneration Committee for the following: • Board and Board Committees’ Composition
• Boards’ and Board Committees’ • Annual Evaluation exercise
• Comprises six Members of
Composition • Remuneration of Board and Group CEO/EDs
whom five Members
• Annual Evaluation exercise comprising: • Setting of KPIs for Group CEO/ED
(including the GNRC
– Board Effectiveness Assessment • Policies on governance of the Group
Chairperson), are
– Fit and Proper Assessment of • Directors’ Development Plan
Independent Directors
Directors, Chief Executive Officers/ • Revision to the Terms of Reference of the GNRC
• All Members are Non-
Executive Directors (CEOs/EDs), Group • Standard Operation Procedure for the Selection of External
Executive Directors
Shariah Committee Members & Candidates for the Boards
Company Secretary • Renewal of appointment of Group Shariah Committee Members
• Succession planning for Boards, Board • Review of CIMB Niaga’s remuneration framework
Committees and CEOs/EDs • Macro structure and leadership changes
• Reviewing remuneration packages based • Board and Committee succession planning
on the Group’s existing remuneration • Matters relating to SMOs and MRTs
guidelines and framework for
– Directors
– Members of the Board Committees
– CEOs/EDs
– Senior Officers (SOs)
– Material Risk Takers(MRTs)
• Governance matters in relation to the
Board and Directors
• Directors’ Development
Group Board Oversight The GBOC has oversight and is responsible Five meetings to deliberate, amongst others, on the following:
Committee (GBOC) for the following: • T18 Strategy and T18 Governance
• Reviewing and providing input and • Group Chief Executive Officer 2017 KPI Evaluation
• Comprises three Members of
guidance on the implementation and • Innovation and Strategic Initiatives
whom one is an Independent
monitoring of strategy • IT Infrastructure and Initiatives
Director
• Reviewing strategy, business plans and • Regulatory Compliance
• The Group CEO is a Member
budget of CIMB • Divisional updates
Note: GBOC was dissolved on • Reviewing potential investments, mergers,
1 November 2018 pursuant to acquisitions and divestments of
the completion of T18 initiatives businesses and other assets of CIMB
• Reviewing Management Reports from
Business and Support units on key
initiatives undertaken by CIMB
Group Compensation Review The GCRC has oversight and is responsible Six meetings to deliberate on, amongst others, the following:
Committee for the following: • Group Remuneration Policy
• Compensation policies • Employees’ Remuneration Framework and Arrangements
• Comprises four Members, of
• Remuneration framework for employees • Provision and Allocation of Variable Remuneration and Salary
whom one is an Independent
• Fit and Proper Assessment of Key Increments
Director. Three are
Responsible Persons
Chairpersons of the three
• Management development and succession
Malaysian FI’s in CIMB
planning
Group
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 115
C O R P O R A T E G O V E R N A N C E
Duration
List of Training Attended Mode of Training in day(s)
Capital Markets
Financial Industry
Transformasi Nasional 2050 (TN50) Dialogue Session for the Finance Cluster Dialogue 1
Sovereign Investor Institute (SII) 2018 Global West Government Funds Roundtable Forum 3
Win the Innovation Race: Unlocking the Creative Power of Asians by Professor Roy Chua Others 1
Bank Negara Malaysia Financial Stability Conference “Re-envisioning Financial Stability – The Path Conference 2
Forward”
FIDE Forum: Board Conversation – Dialogue with Senior Officials of Bank Negara Malaysia Forum 1
Governance
Commonwealth Business Forum: Making Business Easier between Commonwealth Countries Forum 1
Special Session of Fast Forward Bankable Plan Programme for Directors Others 1
Islamic Banking
116 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Duration
List of Training Attended Mode of Training in day(s)
Risk Management
BNM – FIDE FORUM DIALOGUE: Managing Cyber Risks In Financial Institutions Dialogue 1
Cyber Resilience Conference 2018 - Powering the Winds of Change: The Shift to Cyber Resilience Workshop 2
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 117
C O R P O R A T E G O V E R N A N C E
Below 3
Dato’ Sri Nazir Razak 9 3 Years
(resigned on 19 October 2018)
Glenn Muhammad Surya Yusuf 3 The oversight on the overall composition of the Board and Board
(resigned on 23 January 2019) Committees resides within the GNRC. The GNRC comprises six
Members of whom five Members (including the Chairperson) are
Watanan Petersik 1
(resigned on 24 January 2019) Independent Directors. The GNRC is chaired by Teoh Su Yin. The
GNRC is guided by the following quantitative and qualitative criteria:
Afzal bin Abdul Rahim –
(appointed on 31 January 2019) • appropriate size and the balance between Independent
Directors, Non-Independent Directors and Executive Directors,
• skills, background and experience,
The Board has also established Code of Conduct which are underpinned by • diversity in terms of gender, nationality and ethnicity, and
the core philosophy of “Creating Value, Enabling Our People and Acting
with Integrity”. The Code of Conduct sets out the standards of behaviour • commitment to sustainability.
that are expected of all employees of CIMB as well as the Board in terms of
engagement with customers, business associates, regulators, colleagues Based on these criteria, suitable candidates will be identified to fill
and other stakeholders. Further, the Code of Conduct provides guidance in vacancies on the Board and Board Committees as and when they arise.
areas where employees may need to make personal and ethical decisions. The GNRC has access to a wide pool of candidates which includes the
In addition to providing guidance, the Code of Conduct makes references recommendation by existing Board Members or Management and through
to specific Group Policies and Procedures relating to conflicts of interest, external sources such as the Directors’ Register by FIDE FORUM, BNM and
bribery, corruption, money laundering/counter-financing of terrorism, PIDM; professional associations and also from independent search firms.
customer management, whistle blowing and fraud management.
The GNRC is also tasked to assess the effectiveness of the Board, Board
CIMB’s Whistle Blowing Policy sets out avenues for legitimate concerns to Committee and individual Directors. This has been the practice within CIMB
be objectively investigated and addressed. Under this Policy, individuals since 2006. In 2018, CIMB adopted a more holistic approach to conduct
will be able to raise concerns about illegal, unethical or questionable these assessments to meet regulatory requirements, whereby an Annual
practices in confidence and without the risk of reprisal. CIMB Whistle Evaluation Manual was developed to provide a more robust process in
Blowing Policy is applicable to all employees, suppliers, vendors, conducting the assessment. In this regard, a questionnaire was designed to
associated stakeholders and CIMB’s customers. assess three main areas, this being Evaluation of the Board, Evaluation of
Board Committees and 3600 Peer Assessment of Directors.
BOARD COMPOSITION
From the 2018 exercise, several areas had been identified for improvement
The Board currently comprises eight Directors, of whom five are to which the actions plans recommended by the Board had been
Independent, two are Non-Independent and the Group CEO who is the implemented throughout the year.
Executive Director. Of the two Non-Independent Directors, one had
previously served in various executive positions in CIMB. The other
Non-Independent Director represents Khazanah Nasional Berhad who is the
largest major shareholder of CIMB. CIMB is looking to increase the Board
composition following the retirement of the two long-serving Directors from Gender Diversity Age Diversity
the Board, which the GNRC is actively overseeing.
During FYE2018, no Independent Director had served on the Board for Female Below 50
13% 50%
more than nine years from the date of his/her first appointment. This is in
adherence to CIMB’s Board Charter which limits an Independent Director’s
tenure of service to a maximum of nine years.
Male
87% 50 & Above
50%
118 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
REMUNERATION
Board Members’ Industry/Background Experience
The Board of CIMB had delegated to the GCRC the responsibility to set the
principles, parameters and governance framework relating to the Group’s
Accounting and Audit 2
remuneration matters. In late 2018, the GCRC was consolidated into the
Banking and Finance 7
GNRC to provide for a more streamlined approach towards the deliberation
Corporate Finance 1
Human Resource
of remuneration matters of the Group. This has resulted in the expanded
1
Information & Technology 1 role of the GNRC whereby the GNRC is responsible to set the overarching
Islamic Banking 6 principles and framework to govern the CIMB Group Remuneration Policy.
Leadership 1
Risk Management 1 CIMB Group Directors’ Remuneration Framework:
Others 1
The CIMB Group Directors’ Remuneration Framework (Framework) sets out
0 2 4 6 8 the methodology and formula on how Retainer Fees, Chairman’s Premium
and Meeting Fees of the Board are derived, as follows:
• Comparison against CIMB’s industry peers;
Board Members’ Nationality • Bank Negara Malaysia (BNM) Financial Institution Directors Education
(FIDE) Forum Directors’ Remuneration Report 2015 formula; and
8 • Back testing the data against closest peer.
7
0
Australian Malaysian
Chairperson’s
Retainer Fees Premium Meeting Fees
CIMB Group Holdings Berhad (per annum) (per annum) (per meeting)
Board Chairperson*1 170,000 510,000 5,000
Member 170,000 N/A 5,000
Audit Committee Chairperson N/A 100,000 5,000
Member N/A N/A 5,000
Board Risk and Compliance Committee Chairperson N/A 100,000 5,000
Member N/A N/A 5,000
Group Nomination & Remuneration Committee Chairperson N/A 100,000 5,000
Member N/A N/A 5,000
Group Board Oversight Committee*2 Chairperson N/A 100,000 5,000
Member N/A N/A 5,000
Group Compensation Review Committee*3 Chairperson N/A N/A N/A
Member N/A N/A N/A
*¹ Benefits-in-kind for the Chairperson of the Board include, amongst others, a driver, corporate club membership subscription and leave passage
*² GBOC was dissolved on 1 November 2018 pursuant to the conclusion of T18 initiatives
*³ GCRC was consolidated into the GNRC on 13 December 2018
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 119
C O R P O R A T E G O V E R N A N C E
The remuneration payable to the Directors by CIMB and CIMB Group in 2018, are as follows:
CIMB
Salary and/or
Other Benefits-
Fees Remuneration Total in-kind
Directors (RM’000) (RM’000) (RM’000) (RM’000)
(Non-Executive Directors)
Datuk Mohd Nasir Ahmad 170 467 637 35
Dato’ Sri Nazir Razak 136 609 745 –
(resigned on 19 October 2018)
(Executive Directors)
Tengku Dato’ Sri Zafrul Tengku Abdul Aziz – – – –
CIMB Group
Salary and/or
Other Benefits-
Fees Remuneration Total in-kind
Directors (RM’000) (RM’000) (RM’000) (RM’000)
(Non-Executive Directors)
(Executive Directors)
The Directors and Officers of CIMB are covered by Directors and Officers liability insurance for any liability incurred in the discharge of their duties,
provided that they have not acted fraudulently or dishonestly or derived any personal profit or advantage. The insurance premium paid during the financial
year amounted to RM976,019.
120 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Variable Payable annually through cash • Purpose of motivating, rewarding and retaining high-
bonus and shares (through performing employees who generate shareholder value and
participation in the Equity contribute to the success of the Group.
Ownership Plan, described • Performance-based and not guaranteed, reflecting the
below) individual employee’s performance, and business unit or
function performance as well as the Group’s results.
• Portions of cash bonus may be subject to deferral over 6 to
9 months.
• Based on a selection criteria, shares may be awarded to
employees through participation in the Group’s Equity
Ownership Plan, where the value of award ranges from 20%
to 60% of variable remuneration.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 121
C O R P O R A T E G O V E R N A N C E
The Group’s performance is determined in accordance with a balanced Based on CIMB’s performance, the GNRC will determine the overall
scorecard which includes key measures on profitability, cost, capital, variable remuneration pool taking into consideration key performance
shareholders’ return, medium to long-term strategic initiatives, as well as measures and ensuring that CIMB does not pay variable remuneration at a
risk, audit and compliance positions. CIMB currently tracks two risk- level that would affect shareholders’ interest. The GNRC has the discretion
adjusted performance measures –risk-adjusted return on capital (RAROC) to adjust the pool where required, based on poor performance, capital
and economic profit, which are adopted in phases across the Group. requirements, economic conditions, competitive landscape and retention
needs.
The Group’s key measures are cascaded to the business units and enabler
functions accordingly and subsequently to the KPI scorecards of The Group pool will be allocated to the business units and functions based
individuals. The RAROC measure has also been cascaded to the KPI on their respective performance, measured through balanced scorecards
scorecards of key individuals in the organisation across the Group. and guided by the Group CEO. The allocation will also take into
consideration inputs from the control functions such as Audit, Compliance
For each employee, performance is tracked through KPIs in a balanced and Risk.
scorecard. In addition to financial targets, KPIs in the balanced scorecard
usually include measures on customer experience, long-term initiatives Variable remuneration of each individual employee is then determined
(where progress of milestones or ROI may be monitored), risk management based on individual assessment and the adequacy of bonus pool allocated
and process controls, audit and compliance findings, as well as people- to the business unit/function to which the individual belongs. Variable
related measures. At the end of the year, performance of each individual is remuneration of the individual may also be adjusted based on
then assessed through the Group’s performance management framework accountability of audit and compliance findings, or disciplinary action.
which is based on 70% of the balanced scorecard and 30% of the
individual’s proficiency in required competencies. The control functions of Audit, Compliance and Risk operate independently
from the business units in CIMB, and have appropriate authority to carry
out their individual functions without intervention from the business units.
To prevent conflict of interest, remuneration of employees in these control
functions are not dictated by business units that they support.
Remuneration of the Group Chief Risk Officer, Group Chief Legal &
Compliance Officer and the Group Chief Internal Auditor are approved by
the Board Risk and Compliance Committee and Audit Committee.
Breakdown of remuneration awarded to Senior Officers and Material Risk Takers for 2018
Variable – Shares
20%
Variable – Shares Fixed – Cash
28% 41%
Fixed – Cash
57%
Variable – Cash
23%
Variable – Cash
31% Unrestricted: 62%
Deferred: 38%
Unrestricted: 69%
Deferred: 31%
Senior Officers (SOs) of the Group are defined as the Group CEO and members of the Material Risk Takers (MRTs) are defined as employees whose responsibilities have a material
Group Management Committee. impact on the Group’s performance and risk profile, and employees whose responsibilities
require them to take on material risk exposures on behalf of the Group.
Total remuneration awarded to 20 SOs for the financial year 2018 was RM97.1 million.
Total remuneration awarded to 37 MRTs for the financial year 2018 was RM90.9 million.
122 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Total amount of above payments made during the financial year 2018 – –
Total amount of deferred remuneration paid out during the financial year
• Cash 10,638 10,015
• Shares 20,644 18,487
Examples of explicit ex-post adjustments include malus, clawbacks or similar reversals or downward revaluations of awards.
Examples of implicit ex-post adjustments include fluctuations in the value of shares or performance units.
Total remuneration award for financial year 2018 5,331 3,357 8,688
PRINCIPLE
AUDIT COMMITTEE
The Audit Committee (AC) is chaired by Dato’ Mohamed Ross Mohd Din The process requires the AC to assess the External Auditors’ compliance
and the members are Teoh Su Yin and Datuk Mohd Nasir Ahmad, all of with qualification criteria set out by BNM, which includes evaluating the
whom are Independent Directors. Members of the AC have the relevant independence, objectivity and performance of the External Auditors.
accounting or related financial management experience or expertise. The
AC is chaired by an Independent Director with over 40 years of relevant As part of its remit, the AC must ensure that the objectivity, independence
experience, and is not the Chairperson of the Board. This is to promote and effectiveness of the External Auditors are maintained. As per the Board
robust and open deliberations by the Board on matters referred by the AC. Charter, the AC will not appoint former key audit partner as its member
unless the former key partner has observed a cooling-off period of at least
CIMB has in place a process to consider the appointment/re-appointment two years before being appointed as a member of the AC.
of External Auditors, which is in line with BNM’s Policy on External Auditor.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 123
C O R P O R A T E G O V E R N A N C E
124 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
The Board considers that CIMB has complied and applied the Principles of CIMB has yet to facilitate voting in absentia and remote participation by
the MCCG in 2018, except for the following: Shareholders at General Meetings. In 2018, CIMB continues to leverage
• Practice 4.5 (The Board must have at least 30% women Directors) technology and adopt e-polling as the preferred medium for Shareholders
to cast their votes. CIMB will continue to explore and consider the
• Practice 7.2 (The remuneration of Top-5 Key Senior Management)
recommendations in the MCCG on the use of technology for remote
• Practice 12.3 (To facilitate voting in absentia) Shareholders’ participation and voting in absentia by 2020.
The Board has identified those Practices where there is a departure and This Corporate Governance Overview Statement is made in accordance
these departures will be addressed as follows: with the resolution of the Board dated 28 February 2019.
• An explanation for the departure;
• Disclosure of alternative practice adopted and how the alternative For further information on the application of the practices encapsulated in
practice achieves the Intended Outcome; the Principles of MCCG during the financial year, please refer to the
Corporate Governance Report which can be found in www.cimb.com under
• Actions which CIMB has taken or intends to take; and
https://www.cimb.com/en/investor-relations/reports-and- presentations/
• The timeframe required to achieve application of the prescribed annual-reports.html#read
Practice.
PRACTICE 4.5
The GNRC oversees the overall composition of the Boards and Board
committees in terms of the appropriate size, skills, gender diversity and the
balance between Independent Directors, Non-Independent Directors and
Executive Directors through annual reviews.
PRACTICE 7.2
The Board has decided not to disclose on a named basis the top five senior
management’s remuneration components including salary, bonus, benefits
in-kind and other emoluments in bands of RM50,000. The Board believes
that disclosure of key executives’ remuneration is neither to CIMB’s
advantage nor in its business interests, given the sensitive nature of such
information and the fierce competition for talent in the banking industry.
Across the Group, CIMB currently discloses the remuneration of the 4 Top
management positions in their respective financial statements, as follows:
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 125
C O R P O R A T E G O V E R N A N C E
ADDITIONAL
DISCLOSURES
(As at 31 December 2018 pursuant to the Main Market Listing Requirements of Bursa Malaysia Securities Berhad)
During the financial year ended overseas investors. The issuance was used to Non-audit fees payable to the
31 December 2018, the Group has RM390 milion Notes carry subscribe to similar securities External Auditors, Messrs.
collectively issued the following fixed interest rate of 5.20% issued by CIMB Bank Berhad. PricewaterhouseCoopers and its
instruments: per annum payable every six affiliates amounted to RM2,450,000
months. The RM390 million (G) SUBORDINATED DEBTS for the Group and RM55,000 for the
(A) IDR1,021,000 MILLION Notes will mature on 29 March 2018/2023 IDR75 BILLION Company.
BONDS 2028. CIMB Thai Bank may
On 15 November 2018, CIMB
exercise its right to early
On 20 September 2018, CIMB Niaga issued Series A
redeem the subordinated 7. VARIATION IN RESULTS
Niaga issued IDR1,021,000 Subordinated Bond of IDR75
notes 5 years after issue date,
million bonds. The bonds are billion with fixed interest rate
and on each coupon payment
divided into three series. of 9.85% per annum and There were no variations in results
date thereafter, subject to
Nominal value of 1 year Series maturity date of 15 November for the financial year ended
approval by the Bank of
A Bond, 3 years Series B 2023. 31 December 2018 from the
Thailand. CIMB Thai Bank has
Bond and 5 years Series C unaudited results released on
an approval from Bank of
Bond amounted to IDR766,000 (H) SUBORDINATED DEBTS 28 February 2019.
Thailand to classify the RM390
million, IDR137,000 million 2018/2025 IDR75 BILLION
million Notes (equivalent to
and IDR118,000 million
THB3,157,479,000) as Tier II On 15 November 2018, CIMB
respectively, with fixed interest 8. PROFIT GUARANTEE
capital according to the Niaga issued Series B
rate of 7.50%, 8.50% and
correspondence For Kor Kor. Subordinated Bond of IDR75
8.80% per annum respectively.
221/2561. billion with fixed interest rate The Group did not receive any
of 10.00% per annum and profit guarantee during the financial
(B) IDR1,000,000 MILLION
(E) SUBORDINATED DEBTS maturity date of 15 November year ended 31 December 2018.
BONDS
2018/2029 RM1.2 BILLION 2025.
On 15 November 2018, CIMB
On 13 September 2018, CIMB
Niaga issued IDR1,000,000 9. REVALUATION POLICY ON
Group Holdings Berhad issued
million bonds. The bonds are 2. SHARES BUY-BACK LANDED PROPERTIES
RM1.2 billion 11 years, on a
divided into two series.
non-callable 6 years basis,
Nominal value of 1 year Series
Tier 2 subordinated debt During the financial year, the Please refer to the accounting
A Bond and 3 years Series B
bearing a fixed rate coupon of Company did not buy back any of policy on Property, Plant and
Bond amounted to IDR441,000
4.88% p.a.. The said its issued share capital from the Equipment in Notes K , L and N of
million and IDR559,000 million
subordinated debt was issued open market. the Summary of Significant Group
respectively, with fixed interest
out of the RM10 billion Tier 2 Accounting Policies in the Financial
rate of 8.35% and 9.25% per
subordinated debt Statements which are set out in the
annum respectively.
programme. The proceeds Financial Statements section of the
3. OPTIONS, WARRANTS OR
from the issuance were used Annual Report.
(C) SUBORDINATED DEBTS CONVERTIBLE SECURITIES
to subscribe to a RM1.2 billion
2018/2028 RM700 MILLION
Tier 2 subordinated notes
issued by CIMB Bank Berhad There were no options, warrants or
On 29 March 2018, CIMB 10. MATERIAL CONTRACTS
on the same day, based on convertible securities issued during
Group Holdings Berhad issued
similar terms. the financial year by the Group.
MYR700 million 10 years
There were no material contracts
non-callable 5 years Tier 2
(F) ADDITIONAL TIER 1 entered into by CIMB Group and its
subordinated debt bearing a
SECURITIES RM1.0 BILLION 4. AMERICAN DEPOSITORY subsidiaries involving Directors’
fixed rate coupon of 4.95%
RECEIPT (ADR) OR GLOBAL and major shareholders’ interest
p.a. The said subordinated
On 23 October 2018, the which were still subsisting as at the
debt was issued out of the DEPOSITORY RECEIPT (GDR)
Company issued RM1.0 billion end of the financial year under
RM10 billion Tier 2
perpetual subordinated capital review or which were entered into
subordinated debt The Group did not sponsor any
securities (“Additional Tier 1 since the end of the previous
programme. The proceeds ADR or GDR programme during the
Securities”). The securities, financial year except as disclosed
from the issuance were used financial year under review.
which qualify as Additional in Notes 54 and 55 to the Financial
to subscribe to a RM700
Tier 1 Capital for CIMB Group Statements which are in the
million Tier 2 subordinated
Holdings Berhad on a group Financial Statements section of the
notes issued by CIMB Bank 5. IMPOSITION OF SANCTION
consolidated level, carry a Annual Report.
Berhad on the same day, AND/OR PENALTIES
distribution rate of 5.40% p.a.
based on similar terms.
The Additional Tier 1
Securities is perpetual, with a There were no public sanctions
(D) SUBORDINATED DEBTS and/or material penalties imposed
Issuer’s call option to redeem
2018/2028 RM390 MILLION on the Company and its
at the end of year 5, or on
On 29 March 2018, CIMB Thai each half yearly distribution subsidiaries, Directors or
Bank issued RM390 million payment date thereafter, Management by any regulatory
10 years non callable 5 years subject to certain conditions, body during the financial year
Basel III compliant Tier II including the approval from under review.
subordinated notes to their BNM. The proceeds from the
126 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
The Board affirms its commitment business goals and objectives The key processes that the Board assessment, the annual audit
on its overall responsibility and amidst the dynamic and has established in reviewing the plan will include areas that must
oversight of CIMB Group’s system challenging business environment. adequacy and integrity of the be audited annually due to
of internal control and risk For this purpose, the Board has system of internal control, including regulatory requirements, and
management, and is constantly ensured the establishment of key compliance with applicable laws, other established criteria such
keeping abreast with developments processes for reviewing the regulations, rules, directives and as recent incidence of fraud,
in areas of risk and governance. To guidelines, are as follows: previous adverse audit rating or
effectiveness, adequacy and
recent action by regulators.
this end, the Board is assisted by integrity of the Group’s system of • INTERNAL AUDIT
GCAD also undertakes
the Board Risk & Compliance internal controls and risk
The Group Corporate Assurance investigations into suspected
Committee and Audit Committee, management. fraudulent activities, staff
Division (GCAD), formerly
which have been delegated with misconduct, whistleblowing
known as Group Internal Audit
primary oversight responsibilities The risk management and internal cases and other incidences, as
Division (GIAD), reports
on the Group’s risk management control system is designed to independently to the CIMB and when required, and
and internal control system. The manage risk exposures within the Group Audit Committee and the recommends appropriate
Board remains responsible for the risk appetite set by the Board Banking Group Audit improvements to prevent
governance of risk and internal rather than total elimination of risks Committee and is independent recurrence and actions against
control, and for all the actions of to achieve the Group’s business of the activities and operations persons responsible.
the Board Committees with regard objectives. The system can of the business and other
to the execution of the delegated therefore only provide reasonable support units. The principal GCAD has unrestricted access
oversight responsibilities. and not absolute assurance against responsibility of GCAD is to to information required in the
the occurrence of any material provide independent appraisal course of its work. GCAD’s
on the adequacy, efficiency and scope of work is established in
In discharging its responsibilities, misstatement, loss or fraud.
effectiveness of risk accordance with The Institute of
the Board continues to be involved
management, control and International Auditors’ (IIA)
in determining the Group’s level of In addition, regular testing on the
governance processes International Standards for the
risk appetite and in identifying, adequacy, effectiveness, efficiency Professional Practice of Internal
implemented by Management.
assessing and monitoring key and integrity of the internal controls Auditing and relevant regulatory
In evaluating internal controls,
business risks to safeguard systems and processes is GCAD adopts the 5 guidelines.
shareholders’ investments and the conducted to ensure its viability components set out in the
Group’s assets, in a manner which and robustness. Internal Control Integrated The Audit Report is the final
enables the Group to achieve its Framework issued by the product of an audit assignment,
Committee of Sponsoring which provides the scope of
Organisations of the Treadway audit work performed, a general
Commission (COSO); namely evaluation of the system of
control environment, risk internal control together with
MANAGEMENT RESPONSIBILITY assessment, control activities, detailed audit observations,
information and communication, management responses, and
and monitoring activities. COSO timeline to implement GCAD’s
The Management is accountable to • Implementing policies approved
is an internationally recognised recommendations. CIMB Group
the Board and is overall responsible by the Board; Audit Committee or Banking
organisation providing thought
for the effective implementation of Group Audit Committee (as
• Implementing remedial actions leadership and guidance on
the Board’s policies and appropriate) reviews any
to address compliance internal control, enterprise risk
procedures on risks and controls. management and fraud exceptions or non-compliance
deficiencies as directed by the
Its responsibilities in respect of risk deterrence. raised and ascertains that
Board; and
management and internal control appropriate and prompt
include: • Reporting in a timely manner to GCAD’s scope of coverage remedial actions are taken by
the Board on any changes to encompasses all business and the management.
• Identifying, and evaluating the
the risks and the corrective support units, including
risks faced by the Group, and GCAD conducts training
actions taken. subsidiaries that do not have
the achievement of business their own audit units. The routinely for relevant staff on
objectives and strategies; selection of the units to be governance and internal control
The Group Chief Executive Officer
audited from the audit universe matters, including attachment
• Formulating relevant policies and Group Chief Financial Officer
is based on an annual audit of certain staff with GCAD for
and procedures to manage have provided assurance to the
plan that is approved by CIMB both classroom and on-the-job
these risks in accordance with Board that the Group’s risk training.
Group Audit Committee and the
the Group’s strategic vision and management and internal controls
Banking Group Audit
overall risk appetite; system is operating adequately and Committee. The annual audit The foreign banking subsidiaries
effectively. plan is developed based on have their own Audit
• Designing, implementing and
assessment of risks, exposures Committees and their own
monitoring the implementation
and strategies of CIMB Group. internal audit divisions. While
of risk management framework
Areas that are assessed to be Touch ‘n Go also has its own
and internal control system; Audit Committee, the internal
high risk are subject to an
annual audit, while those that audit function for this subsidiary
are assessed to be medium or is carried out by GCAD. CIMB
low risk are subject to a cycle Group Audit Committee meets
audit. Notwithstanding the risk with the relevant subsidiary’s
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 127
C O R P O R A T E G O V E R N A N C E
Audit Committee once a year to one Non-Independent Non- and discuss strategies and To further enhance the
discuss governance and audit Executive Director. The plans for the coming year. cultivation of the risk
matters. The internal audit responsibility of the Banking management culture, CIMB
divisions of the foreign banking Group AC is limited to CIMB • RISK MANAGEMENT AND Group employs the Three Lines
subsidiaries submit a report to Bank, CIMB Islamic Bank and CONTROL FRAMEWORK of Defence model in
CIMB Group Audit Committee CIMB Investment Bank and implementing the EWRM
once every quarter. These their subsidiaries. Save for The Board recognises that
framework, providing risk
internal audit divisions follow Datuk Mohd Nasir Ahmad sound risk management and
management accountability
the same audit planning and (Datuk Nasir), who is the internal control are integral parts
across the CIMB Group. The
standards, and same audit Chairman of the Banking Group of CIMB Group’s business and
business units, as the first lines
rating methodology as GCAD AC, the two other members of operations, and are critical in
of defence, are primarily
with such modifications as CIMB Group AC are not ensuring CIMB Group’s success
responsible for the identification
necessary to suit local members of the Banking Group and sustainable growth.
and management of risks within
environment and regulations. AC. Dato’ Mohamed Ross Bin their day-to-day operations.
Mohd Din has been appointed The emphasis on a strong risk
Group Risk and other control
As a means to objectively as the Chairman of CIMB Group management culture is the
functions within the second line
evaluate its service quality and AC following the resignation of foundation of the control
of defence provide oversight
to ensure it continues to Datuk Nasir from the role in mechanisms within CIMB
and perform independent
improve its service delivery, October 2018. Senior Group’s Enterprise-Wide Risk
monitoring of business activities
GCAD has obtained ISO Management, internal auditors Management (EWRM)
with reporting to the Board and
9001:2015 Certification for its and external auditors report to framework. The framework
management to ensure that
quality management system. In CIMB Group AC and the consists of an on-going process
CIMB Group conducts business
addition, external assessment Banking Group AC (as of identifying and assessing,
and operates within the
of GCAD’s internal audit activity appropriate) on the measuring, managing and
approved risk appetite and is in
is conducted by qualified effectiveness and efficiency of controlling, as well as
compliance with regulations.
external independent reviewer internal controls. monitoring and reporting
Group Internal Audit, as the
at least once every five years to material risks affecting the
third line of defence, provides
assess its conformance with All significant and material achievement of CIMB Group’s
independent assurance of the
The Institute of Internal Auditors findings by the internal auditors, strategic business objectives. It
adequacy and effectiveness of
(IIA) International Standards for external auditors and regulators provides the Board and
the internal controls and risk
Professional Practice of Internal are reported to CIMB Group AC management with tools to
management processes. The
Auditing and the pertinent and the Banking Group AC (as anticipate and manage both the
Board has also established the
regulations. The latest appropriate) for review and existing and potential risks,
Board Risk & Compliance
assessment was conducted in deliberation. CIMB Group AC and taking into consideration the
Committee, whose
2018 by a top 3 accounting firm the Banking Group AC (as changing risk profiles as
responsibilities, amongst
in Malaysia. Based on the IIA’s appropriate) review and ascertain dictated by changes in business
others, include overseeing the
Internal Audit Maturity Model that mitigation plans are strategies, the external
effective implementation of the
comprising 5 levels, namely implemented by senior environment and/or regulatory
EWRM framework.
Optimised, Managed, management to safeguard the environment.
Implemented, Defined and interests of CIMB Group and
Initial, the reviewer had upkeep proper governance. • ENTERPRISE-WIDE RISK MANAGEMENT FRAMEWORK
concluded that 59% of the Management of business and
assessed areas of GCAD meet support units that are rated as CIMB Group employs the EWRM framework as a standardised approach
Optimised and Managed levels, ‘Unsatisfactory’ or ‘Unacceptable’ to effectively manage its risks and opportunities across the CIMB
and remaining 41% meet by internal audit are counselled Group. The EWRM framework is consistently adopted by all risk
Implemented level. by the respective AC. management teams across all jurisdictions, save for some necessary
adjustments as required by local regulations.
• AUDIT COMMITTEE (AC) CIMB Group AC also reviews all
related party transactions, and The key components of the EWRM framework are represented in the
CIMB Group AC comprises following diagram:
audit and non-audit related fees
three independent Non-
proposed by the external
Executive Directors. It is a
auditors of CIMB Group. Governance & Organisation
Board-delegated committee
charged with oversight of
Presentations of business
financial reporting, disclosure,
plans, current developments,
regulatory compliance, risk
operations, risks of the Risk Appetite
management, governance
business and controls to
practices and monitoring of
mitigate risks are made by the
internal control processes in Risk Management Process
Risk Culture
128 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
The design of the EWRM iv. Risk Management CIMB Group manages Framework. The
framework incorporates a Process: its risks. organisation
complementary ‘top-down Methodologies/ continuously evolves
– Business Planning:
strategic’ and ‘bottom-up Standards provide and proactively
Risk management is
tactical’ risk management specific directions that responds to the
central to the business
approach with formal policies help support and increasing complexity
planning process,
and procedures addressing all enforce policies. of CIMB Group as well
including setting
areas of significant risk for Procedures/Process as the economic and
frameworks for risk
CIMB Group. Guides provide more regulatory environment.
appetite, risk posture
detailed guidance to
and new product/new – Technology & Data:
The key features of the EWRM assist with the
business activities. Appropriate technology
framework include: implementation of
and sound data
– Risk Identification & policies.
i. Risk Culture: CIMB Group management support
Assessment: Risks are
embraces risk management – People: Attracting the risk management
systematically
as an integral part of its right talent and skills is activities.
identified and assessed
culture and decision- key to ensuring a
through the robust
making processes. CIMB well-functioning EWRM
application of CIMB
Group’s risk management
Group’s risk policies,
philosophy is embodied in
methodologies/
the Three Lines of Defence
standards and • RISK GOVERNANCE STRUCTURE
approach, whereby risks
procedures/process
are managed at the point The structure of CIMB Group Risk Committees is depicted as follows:
guides.
of risk-taking activity. There
is clear accountability of – Risk Measurement:
risk ownership across Board of Directors
Risks are measured
CIMB Group. and aggregated using
CIMB Group-wide
ii. Governance & methodologies across Board Shariah
Board Risk and Compliance Committee
Organisation: A strong each of the risk types, Committee
governance structure is including stress testing.
important to ensure an
effective and consistent – Risk Management &
implementation of the Control: Risk Group Risk and Compliance Committee
EWRM framework. The management limits and
Board is ultimately controls are used to
responsible for CIMB manage risk exposures Group Operational Risk Committee Group Market Risk Committee
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 129
C O R P O R A T E G O V E R N A N C E
• GROUP RISK AND committee providing GLC responsibilities include As it is vital to have a robust
COMPLIANCE COMMITTEE oversight and responsibility identifying, assessing and and effective compliance
for specific risk areas, monitoring the compliance risk framework in place to safeguard
• The Group Risk and
namely credit risk, market associated with the business the interest of CIMB Group,
Compliance Committee
risk, operational risk, and support units or entities; stakeholders, customers/clients
(GRCC) which reports to the
reputation risk, liquidity risk and advise the Board, and employees, CIMB Group
BRCC, performs the
and capital risk. Management and officers of the has in place compliance
oversight function on overall
business and support units or policies and standards with
risks undertaken by CIMB • Similar risk committee’s are
entities on relevant laws and appropriate mechanisms and
Group in delivering its established in each of CIMB
regulations. All business and tools are driven at CIMB Group
business plan vis-à-vis the Group’s overseas
support units or entities must level to ensure consistency in
stated risk appetite of CIMB subsidiaries in their
act in accordance with relevant managing compliance risk
Group. In this regard, the respective jurisdictions.
laws, regulations and internal within CIMB Group. GLC
GRCC reviews the Internal Whilst recognising the
GLC policies and procedures. requires all local and regional
Capital Adequacy autonomy of the local
Under the Three Lines of entities within CIMB Group to
Assessment Process jurisdiction and compliance
Defence Model, all business adopt and implement all GLC
annually to ensure that all to local requirements, CIMB
and support units or entities as Compliance policies and
relevant risks have been Group also strives to ensure
the first line of defence, are procedures, which are reviewed
identified and captured, and a consistent and
required to review, assess and on a periodic basis or as and
that CIMB Group has standardised approach in its
establish the necessary control when required to reflect current
sufficient capital resources risk governance process. As
to ensure compliance to practices and the applicable
to undertake such risks in such, the relevant Group
applicable laws and regulations. legal/regulatory requirements.
either normal or stressed and Regional committees
The entities or units are required Trainings are conducted
business conditions. have consultative and
to carry out periodic self- regularly to create compliance
advisory responsibilities on
• The GRCC supervises the assessment on the adequacy of awareness and to facilitate its
regional matters across
periodic group-wide stress control and level of adherence implementation of laws,
CIMB Group as regulators
testing exercises by to regulatory requirements. GLC regulations and internal GLC
allow. This structure
endorsing appropriate will also conduct compliance compliance policies within
increases the regional
scenarios based on reviews on business and CIMB Group.
communication, sharing of
projected macroeconomic support units/entities as part of
technical knowledge and
conditions and the second line of defence • ANTI-MONEY LAUNDERING/
support towards managing
recommending the results of assurance that regulatory COUNTER FINANCING OF
and responding to risk
the Stress Test exercise for requirements are in place. GLC TERRORISM
management issues, thus
the BRCC’s approval. has unrestricted access to all
allowing the Board to have a CIMB Group continues to
information, records and
• The GRCC is also comprehensive view of the emphasise and is committed to
business premises of CIMB
responsible for activities across CIMB enforcing an effective internal
Group and has the authorisation
recommending CIMB Group. control system for Anti-Money
to speak to any employee of
Group’s Risk Appetite Laundering/Counter Financing
CIMB Group about any
Statement to the BRCC • COMPLIANCE FRAMEWORK of Terrorism (AML/CFT) in
conduct, business practice,
taking into consideration the compliance with all related
The Board recognises that the ethical matter or other issue
budget, annual business laws, regulations, guidelines
Compliance function forms an relevant to discharging GLC’s
plans and expected and industry leading practices.
integral part of CIMB Group’s duties.
macroeconomic conditions.
risk management and internal
In implementing the Risk CIMB Group global policy is to
control framework, and that a The respective entity Boards, as
Appetite Statement across comply with and apply relevant
strong compliance culture well as the CIMB Group Board,
CIMB Group, GRCC, anti-money laundering (AML)
reflects a corporate culture of are provided with compliance
supported by CIMB Group practices in all markets and
high integrity and ethics. reports on a regular basis the
Risk, encourages the timely jurisdictions in which it operates
findings and analysis of
escalation of all events and to comply with both the
CIMB Group Legal & compliance risk including
(including non-compliances specific provisions and the
Compliance Division (GLC) , compliance risk assessment,
and deficiencies) which may spirit of all relevant laws and
formerly known as CIMB Group incidences of non-compliance
materially impact the regulations.
Compliance Division reports and deficiencies, corrective
Group’s financial condition measures and information to
independently to the Board.
or reputation to the attention CIMB Group continues to
Appropriate governance has facilitate the Boards having a
of GRCC for appropriate strengthen its enterprise wide
also been established with clear holistic and overall view of all
action. AMLCFT programme by
reporting lines by the local and compliance matters across
enhancing its risk based
• The GRCC is further regional compliance officers to CIMB Group.
approach to ensure that the key
supported by specialised CIMB Group Chief Legal &
measures emplaced to prevent
risk committees, namely Compliance Officer, formerly GLC’s scope of coverage
and mitigate money laundering
Group Credit Committee; known as CIMB Group Chief encompasses all business and
and terrorist financing
Group Market Risk Compliance Officer and the support units including
commensurate with the
Committee; Group respective local entity Boards, subsidiaries in Malaysia as well
business and compliance risks
Operational Risk Committee; to the extent permitted by the as outside of Malaysia including
that have been identified and
Group Asset Liability regulations of the local activities which are carried out
assessed.
Management Committee; jurisdictions. by CIMB Group or on behalf of
and Group Asset Quality CIMB Group by third parties.
CIMB Group will remain vigilant
Committee, with each over the level of compliance at
130 A S E A N C A T A L Y S T
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the business segments with events. In October 2018, SRM rectification measures to The same audit methodology is
regards to AMLCFT rules and published SNC Risk Card for all resolve non-compliances and implemented by GCAD in
measures. Thematic staff at branches via Branch’s control mechanisms to avoid carrying out Shariah audits as
examinations will continue to be portal to serve as a reminder recurrences. In addition, the with non-shariah audits, which
carried out on branches and and for quick reference. The Shariah Review Procedures sets includes audit planning, test of
subsidiaries for AMLCFT card contains list of common out the procedures for Shariah control, substantive procedures,
compliance, on a regular basis. SNC risks and measures to review execution, reporting and follow-up on
avoid them as well as Islamic responsibilities of stakeholders remedial actions. The scope of
• SHARIAH RISK MANAGEMENT banking terminologies as a and internal reporting process a Shariah audit is established in
comparison to conventional relating to Shariah non- line with the areas stipulated in
Under the EWRM Framework, BNM’s Shariah Governance
terms. compliance events, in line with
Shariah non-compliance (SNC) Framework.
BNM’s requirements.
risk is identified as one of the
In order to be more effective in
material risks for CIMB Group, GCAD, in collaboration with
managing SNC risk, the focus In ensuring that the activities
specifically in relation to its Group Human Resource, made
has been shifted from analysing and operations of CIMB Group
Islamic banking business. The an arrangement with a reputable
the past events to identifying are Shariah-compliant, SR CoE
SNC risk is defined as CIMB Islamic banking association to
high risk areas and anticipating conducts post review of CIMB
Group’s possible failure to provide relevant Islamic banking
future event that could lead to Group’s activities and
comply with Shariah certification to its auditors. The
Shariah breach. operations in accordance with
requirements as determined by programme encompasses 3
the annual Shariah review work
the relevant Shariah stages, namely Associate
• SHARIAH REVIEW plan approved by the BSC and
Committees and as prescribed Qualification in Islamic Finance
the respective Boards of
in CIMB Group’s internal The Shariah review function is (“AQIF”), Intermediate
Directors of CIMB Group. In
policies and procedures. carried out by Shariah Review Qualification in Islamic Finance
addition, SR COE conducts
Centre of Excellence (“SR CoE”) (“IQIF”) and Certified
investigations on issues
The Shariah Risk Management in line with the Bank Negara Qualification in Islamic
escalated by the stakeholders
Policy (SRMP) has been Malaysia (“BNM”)’s Shariah (“CQIF”). There are 21 auditors
and performs ad-hoc review as
developed to articulate the Governance Framework for in GCAD completed CQIF, 1
required from time to time by
objectives, mission, guiding Islamic Financial Institutions currently pursuing the same, 3
the regulators or the BSC.
principles, governance structure (“SGF”) 2011 and the Shariah completed IQIF, 1 currently
as well as methodology and Governance Exposure Draft pursuing the same and another
Trainings on the Shariah Review
approach adopted by CIMB (“ED”) 2017. This SR CoE’s role 2 completed AQIF.
Policy & Procedures, Shariah
Group in managing SNC risk. is to conduct regular
non-compliance reporting
assessment on the compliance • BOARD SHARIAH COMMITTEE
requirements, and all other
In addition, to facilitate SNC of the operations, business,
relevant BNM’s policy
reporting to the Management affairs and activities of CIMB The Board Shariah Committee
documents are continuously
and the Board, Risk Appetite Group with Shariah (“BSC”) is responsible for
conducted to educate and raise
Statement (RAS) on SNC has requirements. overseeing overall Shariah
awareness of CIMB Group’s
been developed. RAS for SNC matters of CIMB Group in
staff on the importance of
is monitored on monthly basis SR CoE, as a second-line of accordance with the relevant
complying with Shariah
and it is incorporated in the defence function, reports regulatory frameworks in the
requirements.
RAS Dashboard for the CIMB independently into the Board jurisdictions where CIMB Group
Group. Shariah Committee (“BSC”) of operates in. BSC, amongst
• SHARIAH AUDIT
CIMB Islamic Bank Berhad others, ensures that the Shariah
During the year under review, (“CIMB Islamic”), and reports Shariah audits of the Malaysian rulings relating to Islamic
there was no SNC event functionally into the Chief banking and asset management banking and capital market
occurred in CIMB Group. Compliance Officer of CIMB subsidiaries are under the products and services comply
However, analysis of the past Islamic, forming part of the purview of The Group Corporate with the fundamental Shariah
event showed that majority CIMB Group Compliance Assurance Division (GCAD), precepts and resolutions by the
Shariah breaches occurred due Division as envisaged by the which reports independently to relevant Shariah authorities.
to operational mistakes. In this ED. The SR CoE is staffed by both the CIMB Group Audit
regards, Shariah Risk qualified Shariah officers who Committee and Banking Group BSC is assisted by the Shariah
Management (SRM) team that are also qualified to undertake Audit Committee, as well as to Advisory and Governance
was established to facilitate a compliance function the Board Shariah Committee department that functions as an
systematic and consistent responsibilities. on audit matters relating to internal adviser on Shariah
approach in managing SNC risk Islamic business operations and matters to all Islamic business
has been integrated with the The SR CoE has established the activities, particularly on within CIMB Group. It serves as
Operational Risk Management CIMB Group Shariah Review Shariah compliance related the intermediary between such
function in October 2018 to Policy and Procedures (“Shariah matters. The principal objective units and the Shariah
increase synergy and oversight. Review Policy & Procedures”), is to provide an independent Committee. The Shariah &
which sets out the policies for assessment and assurance Governance department also
Enhancing level of awareness Shariah review function on the designed to add value and serves as the Secretariat to the
on SNC risk among the first line Islamic financial services, improve the degree of Shariah Committee as well as
of defense was continued in operations and activities of compliance in relation to CIMB providing Shariah related
2018. This enabled them to CIMB Group, encompassing Group’s Islamic business training across CIMB Group.
systematically identify, monitor regular examination and operations, as well as
and control SNC risks in their evaluation of CIMB Group’s ascertaining a Risk sound and Policies and/or procedures from
respective areas, thus level of compliance to the effective internal control system the respective Shariah organs
minimising potential SNC Shariah requirements, remedial for Shariah compliance. within the Group serves as a
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 131
C O R P O R A T E G O V E R N A N C E
solid platform for all the functions as well as the In carrying out the above The GMC’s role in relation to
processes under the Shariah Shariah Learning & roles and responsibilities, the risk management and
Governance Framework (SGF) Development Unit that the Shariah Advisory & internal control includes:
as required by Bank Negara supports the training Governance Department is
• To deliberate and assist in
Malaysia. The implementation function. The details of guided by Shariah Advisory
the formulation of the Group
of the SGF is effected through these support functions are and Board Shariah
CEO’s responsibility to risk
the following functions: described as follows: Committee Secretariat
and compliance issues
Policy and Procedures. All
a) Shariah Research; escalated to the attention of
• Secretariat communication between
the GMC;
b) Shariah Review; Act as Shariah secretariat to CIMB Group and the BSC
BSC that includes will be facilitated by this • To monitor management
c) Shariah Risk Management; unit. actions with regards to
coordinating meeting as well
d) Shariah Audit. as communications and improvements to the control
disseminating information • Training environment, to manage risk
The Shariah Advisory and among the BSC, the board Responsible in developing events and compliance
Governance department and senior management; and managing the Shariah breaches tabled.
facilitates the implementation of ensuring proper deliberation Learning and Development
Shariah Research and and dissemination of function. In addition to that, The GMC members report to
coordinates the overall Shariah decisions of the BSC to the function would assist the the Group Chief Executive
governance, whilst Shariah relevant stakeholders; and Group Learning and Officer on the performance of
Review, Shariah Risk undertaking administrative Development as well as their business divisions in line
Management and Shariah Audit and secretarial functions to regional teams to assess with the Group’s strategy and
functions are performed by support the BSC. In addition and review the existing other matters as directed by the
CIMB Group Legal & to that, the function is also training plans and to make Board and the Group Chief
Compliance, Group Risk and responsible in engaging with recommendations as Executive Officer.
Group Corporate Assurance relevant parties who wish to needed, to design the
respectively. seek further deliberation of training requirement and to • INTERNAL POLICIES AND
issues from the BSC. develop the training PROCEDURES
• SHARIAH RESEARCH solutions.
Policies set out principles,
The responsibility also standards and/or rules that
The Shariah Research function • BOARD OVERSIGHT
includes coordinating determine the expectation and
is undertaken by Advisory & COMMITTEE
submission of proposals to boundaries for taking and
Research unit of Shariah
CIMB Group Nomination managing risks which are
Advisory & Governance The Group Board Oversight
and Remuneration formulated to govern standard
department which comprises Committee (“GBOC”) was also
Committee, the respective day-to-day operations and to
qualified Shariah officers who established as part of the T18
Bank Boards and Bank manage the expected risks of
conduct the pre-product initiative. T18, short for Target
Negara Malaysia on the CIMB Group. As such, CIMB
approval process, advisory, 2018, is a set of initiatives
appointment and Group’s policies are developed
research, vetting of issues for introduced by CIMB Group in
reappointment of the from the baseline of current
submission to the Shariah 2015 as a product of a strategic
Shariah Committee regulatory requirements and
Committee. This unit is divided review exercise that began in
members. industry best practices to
into two functions: January 2014.
govern the business and
• Research • Governance operations of CIMB Group. The
The primary role of the Group
Responsible for performing Responsible as coordinator Board Oversight Committee policies of the business and
in-depth research and for all Shariah organs (“GBOC”) is to oversee the support units are documented,
studies on Shariah issues, namely Shariah Advisory & implementation and monitoring endorsed by the GRCC or its
preparing Shariah papers for Governance Department, of the Board’s decisions and to sub-committee(s) and approved
all product proposal to be Shariah Review COE of provide strategic guidance for by the relevant Boards or Board
submitted to the Shariah Group Legal & Compliance, CIMB Group. With the Risk and Compliance
Committee for approval as Shariah Risk Management conclusion of T18, GBOC has Committee for implementation
well as reviewing COE of Group Risk and met its objectives and has across CIMB Group, where
documentation to ensure Shariah Audit of Group dissolved accordingly on applicable. Operational
consistency with Shariah Corporate Assurance in the 31 October 2018. procedures, on the other hand,
requirements. management and overall are approved by CIMB Group
oversight on the governance • GROUP MANAGEMENT Policy & Procedure Oversight
• Advisory of Islamic business of CIMB COMMITTEE Committee (GPOC) for
Group including without implementation. The approved
Responsible for providing The Group Management
limitation the policies and procedures are
day-to-day Shariah advice Committee (“GMC”) is tasked to
implementation of the timely disseminated to
and consultation to the assist the Group Chief
Shariah Governance and the stakeholders. Reviews and
business and support units Executive Officer in managing
review of structures, updates are performed regularly
based on the decision of the the businesses of the Group
mechanism, techniques and on approved policies and
Shariah Committee. and driving performance within
process for the purpose of procedures with the intent to
end-to-end products the corporate objectives, ensure continuous
Additionally, Advisory and strategies, approved annual
development and other improvements in operational
Research unit is supported budget.
processes related to Islamic efficiency while taking into
by Governance Unit that
business of CIMB Group. consideration the changing
serves as the Secretariat to
the BSC and the governance industry profile on regulatory
132 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
requirements, risks and internal internationally accepted best Code on an annual basis. In intense Individual Development
control measures for mitigation, practice to demonstrate addition to this, specific Code Plan Discussion was also
and new products and services. regulatory, compliance and of Conduct for certain launched to facilitate career
effective risk management on functions, e.g. Treasury & conversations between our
• PERFORMANCE REVIEW information security. Markets, Research, Investment talent and their supervisors as
Banking and Consumer Banking part of the efforts to formulate
On an entity-specific basis, the and Commercial Banking Sales actionable plans, ensure
In line with the banking
Boards of CIMB and its major have been developed to alignment in terms career goals
business growth and IT
subsidiaries are regularly supplement this CIMB Code of and most importantly promote a
Infrastructure expansions, our
apprised of key financial and Ethics and Conduct. culture of transparency.
technology design was
operating statistics, including Integration of the Global
constantly reviewed in 2018 and
legal and regulatory matters for • HUMAN RESOURCES Employee Mobility to Talent
improved to effectively mitigate
deliberation and where POLICIES AND PROCEDURES Management has also been
both internal and external risks
necessary, to instruct that instrumental to drive
and threats. The improvement is
prompt actions are taken to The Human Resources Policies
evidenced by completion of international assignments as a
resolve issues in a timely and Procedures (HRPP) of
projects to strengthen security key development intervention to
manner. CIMB Group provides clarity for
control according to our IT prepare our people for their
the organisation in all aspects
Security Blueprint roadmap. We future roles.
With respect to reporting at a of the human resource
have also enhanced our
division-specific level, each management in CIMB Group.
privileged access management Efforts have also been put in
core division presents its CIMB Group reviews its HRPP
system with multi-factor place to continuously
respective performance report periodically to ensure that the
authentication control to strengthen our formal learning
at the monthly GMC meeting, policies and procedures remain
prevent unauthorised access. In programmes through the
where the report covers, relevant, and appropriate
addition, we have expanded our introduction of our 3D Academy
amongst others, monthly controls are in place to manage
security intelligence sources for to future proof our existing
financial performance, new operational risks.
early warning of threats. This workforce, revamped our
business proposals and listing CIMB-INSEAD Leadership
allows us to strengthen our
of defaulted accounts. Each Group Human Resource
control before the attacks Programme to focus on digital
division is assessed against the updates employees of changes
arrive. disruption as well as expose our
approved budgets and to policies and procedures via
people to the best in class
corporate objectives; and email messages/memoranda.
CIMB Group is further through active involvement in
justification is provided for These policies and procedures
leveraging on Enterprise conferences, panel discussions,
significant variances. Further, are also easily accessible by all
End-Point Anti-Malware, Data etc.
the GMC will discuss pertinent employees via CIMB Group’s
Loss Prevention system,
issues, strategy and corrective intranet portal, for employees to
Intrusion Prevention System • REMUNERATION
or improvement measures to be refer to at their convenience.
and Content filtering on Web
implemented, if required. CIMB Group’s remuneration
and email technology which can
• PEOPLE DEVELOPMENT philosophy aims to reinforce a
significantly mitigate the
• INFORMATION TECHNOLOGY pay-for-performance culture
security risks when data Since the inception of the
SECURITY while ensuring appropriate
traverses the network. The enhanced talent and succession
risk-taking behaviour.
Information Security requires definition files and management framework and
integrated strategy governing configurations of these tools governance structure where
The governance is established
discipline over people, process were and continue to be succession planning for critical
on all remuneration-related
and technology. In 2018, CIMB updated as and when required roles across CIMB Group has
matters through CIMB Group
Group enhanced its Information to mitigate newly discovered largely been completed, the
Nomination and Remuneration
Security strategies planning on vulnerabilities. current focus predominantly lies
Committee (“The Committee”),
each of the three components in the efforts to accelerate the
which reviews and approves
for adequate overall risk • CODE OF ETHICS readiness of our future leaders
remuneration policies and
mitigations. as well as expand the talent
CIMB Group has launched its payouts together with the Board
pool beyond the succession
own Code of Ethics and of Directors. Decisions on
In order to strengthen and line-up through our new talent
Conduct in January 2017. The variable remuneration are made
enhance the level of information classification framework.
CIMB Code of Ethics and based on the performance of the
security management, in respective units in CIMB Group
Conduct must be complied by
addition to adhering to Bank A Group Mentoring programme
all employees of the Group. It is and taking into consideration
Negara Malaysia’s Guidelines involving the Group
developed to assist the Group risk-adjusted performance
on Management of IT Management Committee as well
in delivering our brand promise measures such as Economic
Environment, CIMB Group had as Board members was
that we will operate with the Profit and Risk Adjusted Return
developed a security launched as a platform to
highest ethical standards. All on Capital, which are
architecture that integrates the provide targeted and
employees are expected to incorporated in our scorecards
technology processes by personalised interventions for
understand the principles and and reporting. The Committee is
referencing the following our successors and top talent.
standards stipulated and must also guided on their decisions
renowned and recognised In addition, external executive
comply with it not only based according to the advice and
international technology, coaches were also assigned to
on its form but also the assessment provided by CIMB
process and management work with our leaders; focusing
substance of the ethical Group’s risk, audit and
standards. The standards on leadership styles,
principles and conduct stated in compliance functions on the
include ISO 27001, which is an organisational climate and act
the Code. All employees are respective units in CIMB Group.
information security as a sounding board to help
required to complete the tutorial
management system standard them transition into their new
pack and acknowledge the
defined by ISO and roles. Furthermore, a more
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 133
C O R P O R A T E G O V E R N A N C E
CIMB Group has a deferred and will not only protect the that customers are Regular reviews, re-
remuneration structure in place identity of the complainant but retained and new business assessments and updates for
through an equity ownership will also protect the complainant opportunities are met; BCM documentations/plans
plan, where the share awards are from any harassment and have been conducted to ensure
ii. operations are not
vested over 3 years. This victimisation at work due to the adequacy, effectiveness and
adversely affected, thus
share-based long term incentive disclosure. relevance of the business
maintaining the quality of
plan applies to key personnel recovery strategies. These plans
management and meeting
and senior management of CIMB • ANTI-BRIBERY AND are rehearsed and tested on a
statutory and regulatory
Group, as well as identified CORRUPTION regular basis
requirements;
material risk takers. The plan
One of the core values of CIMB
serves to align the interest of this iii. profits and shareholder CIMB Group has a BCM
Group is integrity, and CIMB
group of employees to that of values are maintained and department, whose primary role
Group will not tolerate any acts
our shareholders and to increase do not suffer significant is to ensure effective
which are in breach of this
focus towards long-term deterioration; coordination and supervision of
value. CIMB Group firmly
sustainability, as well as retaining all BCM activities by introducing
believes in acting professionally, iv. reputation and image to
them with CIMB Group. integrated and standardised
fairly and with integrity in all stakeholders and the BCM approach across the
business dealings and public are not negatively
• CULTURE organisation.
relationships. Whilst CIMB affected following a
Integrity is one of the core Group already has in place business disruption; and Annual BCM workshops are
values that are persistently various policies and processes,
v. compliance with the conducted for various business
emphasised by the which address some of the
regulatory guidelines and units within the CIMB Group
Management. This goes beyond issues relating to bribery and
legislations on BCM (e.g. and for regional counterparts
non-tolerance of fraud, and also corruption, a more
BNM, Bursa Securities or with support from the Group
covers professionalism, being comprehensive policy to cover
SC). Crisis Management Committee
honest and respectful. Many areas of concern is deemed
and Group Human Resources in
programmes and initiatives necessary in view that CIMB
A formalised BCM Governance its effort to increase employee
have been put in place to Group operates in many
structure is in place. The roles awareness and efficiency and
reinforce this value in jurisdictions with anti-corruption
of the management committee grow BCM programme maturity.
employees. Through the laws. As such, in line with
practice of giving back, leaders global best practices and good responsible to implement BCM
policy and strategies and • FRAUD DETECTION
share experiences that help governance approach, CIMB
others understand business Group has established the management committee As fraudulent activities have
issues from the perspective of Anti-Bribery and Corruption responsible to manage the evolved in sophistication in the
integrity and also help each Policy. As commitment to this crisis situation are clearly digital age, digital forensics has
other deal with existing Anti-Bribery and Corruption spelled out. emerged as an essential tool
challenges. This is further Policy, CIMB has also that supports an effective
emphasised via e-learning. developed a No Gift Policy in Our BCM Program is aligned to investigation process through
our conduct with our customers the organisation’s business the recovery, analysis and
Where suspected fraud is in relation to entertainment and vision and strategy. This is done protection of digital evidence. In
detected, CIMB Group ensures the receipt and giving of gifts. by calibrating the Group’s BCM view of this threat, a Digital
prompt investigations and Program to the target level of Forensic Lab has been set up to
disciplinary actions are taken • BUSINESS CONTINUITY preparedness, which is enable us to restore and
against offending employees. MANAGEMENT determined by the analyse information of the
Disciplinary actions taken can Management. fraudster digital devices.
CIMB Group is committed to
include dismissal of
safeguard the interests of all its
employment and filing of civil
stakeholders by ensuring an REVIEW OF STATEMENT BY EXTERNAL AUDITORS
suit for the recovery of losses.
appropriate level of business
resilience throughout the CIMB
• WHISTLE BLOWING As required by Paragraph 15.23 of the Bursa Malaysia Securities Berhad
Group. The Board and
Main Market Listing Requirements, the external auditors have reviewed this
A well-disciplined and Management are responsible to
Statement on Risk Management and Internal Control. Their limited
professional workforce is the ensure enterprise-wide
assurance review was performed in accordance with Recommended
cornerstone of a successful implementation of sound BCM
Practice Guide (“RPG”) 5 (Revised) issued by the Malaysian Institute of
organisation. Therefore, all practices as part of good
Accountants. RPG 5 (Revised) does not require the external auditors to
employees are expected to be corporate governance and
form an opinion on the adequacy and effectiveness of the risk management
vigilant about wrong doings, prudent risk management.
and internal control systems of CIMB Group.
malpractices or irregularities at
their workplace. All employees The objective of business
are made aware of CIMB Group’s continuity is to deliver
CONCLUSION
whistle blowing policy and its organisational resilience by
processes and to promptly ensuring that critical business
report/disclose any such processes can continue, or be The Board, through the Audit Committee, Board Risk and Compliance
instances to the Management for recovered in a timely manner, Committee and the Board Shariah Committee, confirms that it has reviewed
immediate rectification or for following a disruption, thus the effectiveness of the risk management and internal control framework
other necessary measures in ensuring: and considers CIMB Group’s system of internal control as adequate in
minimising potential financial or safeguarding the shareholders’ interests and assets of the CIMB Group.
i. customers’ expectations The Board also confirms that there is an effective ongoing process for
reputational loss. Meanwhile,
and quality of services identification, evaluation and management of significant risks in the CIMB
CIMB Group is wholly committed
continue to be met, or be Group and is committed to ongoing review of the entire control, compliance
to ensure strict confidentiality
managed, in such a way and risk management controls.
134 A S E A N C A T A L Y S T
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RISK MANAGEMENT
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 135
C O R P O R A T E G O V E R N A N C E
Risk Management
RISK GOVERNANCE
At the apex of the governance (ii) Credit risk, arising from the The structure of CIMB Group Risk Committees is depicted in the following
structure are respective Boards of possibility of losses due to an chart:
entities within the Group, which obligor, market counterparty
decide on the entity’s risk appetite or an issuer of securities or
corresponding to its business other instruments held, failing Board of Directors
strategies. Each Board Risk and to perform its contractual
Compliance Committee (BRCC) obligations to the Group;
reports directly to the respective Board Shariah
(iii) Liquidity risk, arising from a Board Risk and Compliance Committee
Boards and assumes responsibility Committee
bank’s inability to efficiently
on behalf of the respective Boards
meet its present and future
for the supervision of risk
funding needs or regulatory
management and control activities. Group Risk and Compliance Committee
obligations when they come
Each BRCC determines the relevant
due, which may adversely
entity’s risk strategies and policies,
affect its daily operations and
keeping them aligned with the Group Operational Risk Committee Group Market Risk Committee
incur unacceptable losses;
principles within the risk appetite.
Each BRCC also oversees the (iv) Operational risk, arising from
implementation of the EWRM risk of loss resulting from Group Asset Liability
Group Underwriting Committee
Management Committee
framework, provides strategic inadequate or failed internal
guidance and reviews the decisions processes, people and
of our Group Risk and Compliance systems, or from external Group Credit Committee Deal Launch Committee
Committee (GRCC). events;
Group Suitability
To facilitate the effective (v) Interest rate risk in the Group Asset Quality Committee
Review Committee
implementation of EWRM banking book, which is the
framework, our BRCC has current and potential risk to
established various specialised/ the Group’s earnings and Group Vendor & Outsourcing Committee
136 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Risk Management
THE ROLES OF GROUP CHIEF RISK OFFICER (GROUP CRO) AND GROUP RISK
Within the second line of defence is (b) Risk Centres of Excellence execution of the operational of the Group. It ensures a
Group Risk, a function independent risk framework and act as a homogenous and consistent
i) These are specialised
of business units. It assists our consultant with the Group in approach to credit risk
teams of risk officers
Group’s management and providing operational risk policies, methodologies and
responsible for the active
stakeholders in monitoring and expertise and reporting to procedures; credit risk
oversight of Group-wide
controlling risk exposures within senior management. models; underwriting; and
functional risk
the Board-approved risk appetite portfolio analytics.
management and the
statement. In October 2018, Shariah
teams support respective
Risk Management (SRM) In addition to the above Risk CoEs,
CRO in the various
Group Risk is headed by our Group CoE has been integrated there is also Group Data
geographies.
CRO, appointed by our Board to with ORM CoE. The SRM Governance CoE within Group Risk
lead the Group-wide risk ii) The Risk CoEs consist of unit facilitates the process that formulates enterprise-wide
management functions, including Risk Analytics and of identifying, measuring, Data Governance and Data
the implementation of the EWRM Infrastructure, Market controlling and monitoring Management framework, policy and
framework. Our Group CRO: Risk, Operational Risk SNC risks inherent in the procedure. It ensures
(including Shariah Risk Group’s Islamic banking standardisation and consistency of
(a) actively engages our Board
Management), Asset businesses and services. It data governance and data
and senior management on
Liability Management, formulates, recommends management structure,
risk management issues and
and Credit Risk. and implements appropriate methodology and data governance
initiatives; and
SRM policies and model across the Group and for
(b) maintains an oversight on risk • Risk Analytics and guidelines; as well as country adoption.
management functions across Infrastructure CoE develops and implements
all entities within our Group. In The Risk Analytics & processes for SNC risk In ensuring a standardised
each key country of Infrastructure CoE designs awareness. approach to risk management
operations, there is a local frameworks, validates credit across our Group, all risk
Chief Risk Officer or a local risk models and tools, and • Asset Liability management teams within our
Head of Risk Management, implements standardised Management CoE Group are required to conform to
whose main functions are to infrastructure for risk The Asset Liability the EWRM framework, subject to
assess and manage the measurement across the Management CoE necessary adjustments required for
enterprise risk and liaise with Group. recommends the framework local regulations. For branches and
regulators in the respective and policies for the subsidiaries without risk
countries. • Market Risk CoE independent assessment, management department, all risk
measurement and management activities are
The Market Risk CoE centralised at the relevant Risk
The organisational structure of monitoring of liquidity risk
recommends the framework CoEs. Otherwise, the risk
Group Risk is made of two major and interest rate risk in the
and policies for independent management activities are
components, namely the Chief Risk banking book. It conducts
assessment, measurement performed by the local risk
Officer and the Risk Centres of regular stress testing on the
and monitoring of market management team with matrix
Excellence (CoE). Group’s liquidity and interest
risk. This is operationalised reporting line to the relevant Risk
through review of treasury rate risk in the banking book
(a) Chief Risk Officers profile, by leveraging on the CoEs.
positions versus limits,
i) CRO’s main function is to performing mark-to-market standardised infrastructure
assess and manage the valuation, calculating Value it has designed, built and
enterprise risk and liaise at Risk and market risk implemented across the
with regulators in the capital, as well as region. It provides the
respective country/entity performing stress testing. framework and tools for
under his/her purview; maintenance of the early
• Operational Risk CoE warning system indicators
ii) The CRO is supported by and contingency funding
the CRO International The Operational Risk CoE plan by business owners
Offices who oversee the ensures that the first line of across the Group.
risk management defence manages their
functions of the regional operational risk by providing • Credit Risk CoE
offices e.g. branches and an operational risk
framework that enables The Credit Risk CoE
small overseas banking consists of Retail and
subsidiaries; them to identify, assess,
manage and report their Non-Retail credit risk and is
ii) For countries where a operational risks. The team dedicated to the
CRO is not present and/ also provides constructive assessment, measurement,
or not required, a local challenge and assessment management, monitoring
Head of Risk Management to the first line of defence’s and reporting of credit risk
is appointed to be the
overall risk coordinator
for that country.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 137
C O R P O R A T E G O V E R N A N C E
Risk Management
1. CREDIT RISK The risk-based delegated watch-list reporting and Credit reviews and ratings are
authority framework reviewing policy. It is also conducted on the non-retail
Credit risk is defined as the
encompasses joint delegated responsible for articulating key credit exposures at minimum
possibility of losses due to an
authority, enhanced credit credit risks and mitigating on an annual basis, and more
obligor, market counterparty
approval process and a clear controls. frequently when material
or an issuer of securities or
set of policies and procedures information on the obligor or
other instruments held, failing
that defines the limits and Adherence to and compliance other external factors come to
to perform its contractual
types of authority designated with country sector limit, light.
obligations to the Group.
to the specific individuals. single customer and country
and global counterparty limits, The exposures are actively
Credit risk is inherent in
Our Group adopts a multi- are approaches adopted to monitored, reviewed on a
banking activities and arises
tiered credit approving address concentration risk to regular basis and reported
from traditional financing
authority spanning from the any large sector or industry, or regularly to GRCC and Board
activities through conventional
delegated authorities at to a particular counterparty Risk and Compliance
loans, financing facilities,
business level, joint delegated group or individual. Committee. Asset quality is
trade finance, as well as
authorities holders between closely monitored so that
commitments to support
business units and Group Adherence to the above deteriorating exposures are
clients’ obligations to third
Risk, to the various credit established credit limits is identified, analysed and
parties, e.g. guarantees. In
committees. The credit monitored daily by Group discussed with the relevant
derivatives, sales and trading
approving committees are set Risk, which combines all business units for appropriate
activities, credit risk arises
up to enhance the efficiency exposures for each remedial actions, including
from the possibility that our
and effectiveness of the credit counterparty or group, recovery actions, if required.
Group’s counterparties will be
oversight as well as the credit including off balance sheet
unable or unwilling to fulfil
approval process for all credit items and potential exposures. Credit Risk Mitigation
their obligation on
applications originating from For retail products, portfolio
transactions on or before The employment of various
the business units. For limits are monitored monthly
settlement dates. credit risk mitigation
corporate, commercial loans by Group Risk.
techniques such as
and private banking loans,
Credit Risk Management appropriate credit structuring,
credit applications are It is our Group policy that all
and posting of collateral and/
Without effective credit risk independently evaluated by exposures must be rated or
or third party support form an
management, the impact of the Credit Risk CoE team prior scored based on the
integral part of credit risk
the potential losses can be to submission to the joint appropriate internal rating
management process. Credit
overwhelming. The purpose of delegated authority or the models, where available.
risk mitigants are taken where
credit risk management is to relevant committees for Retail exposures are managed
possible and are considered
keep credit risk exposure to approval; certain business on a portfolio basis and the
secondary recourse to the
an acceptable level vis-à-vis units officers are delegated risk rating models are
obligor for the credit risk
the capital, and to ensure the with credit approving authority designed to assess the credit
underwritten.
returns commensurate with to approve low valued credit worthiness and the likelihood
risks. facilities. For retail loans, all of the obligors to repay their
All extension of secured credit
credit applications are debts, performed by way of
facilities as deemed prudent,
Consistent with the three lines evaluated and approved by statistical analysis from credit
must be appropriately and
of defence model on risk Consumer Credit Operations bureau and demographic
adequately collateralised. A
management where risks are according to the designated information of the obligors.
credit proposal is considered
managed from the point of delegated authority with The risk rating models for
secured only when the entire
risk-taking activities, our higher limit approved at joint non-retail exposures are
proposal is fully covered by
Group implemented the delegated authority and designed to assess the credit
approved collateral/securities
risk-based delegated authority relevant credit committee. worthiness of the corporations
within their approved margins
framework. This promotes or entities in paying their
as set out in the relevant credit
clarity of risk accountability The GRCC, with the support of obligations, derived from both
policy guides. Group Credit
whereby the business unit, Group Credit Committee, quantitative and qualitative
Committee is empowered to
being the first line of defence, Group Asset Quality risk factors such as financial
approve any inclusion of new
manages risk in a proactive Committee, other relevant history and demographics or
acceptable collaterals/
manner with Group Risk as a credit committees as well as company profile. These rating
securities.
function independent from the Group Risk, is responsible for models are developed and
business units as the second ensuring adherence to the implemented to standardise
Recognised collaterals include
line of defence. This enhances Board’s approved risk appetite and enhance the credit
both financial and physical
the collaboration between and risk posture. This, underwriting and decision-
assets. Financial collaterals
Group Risk and the business amongst others, includes the making process for our
consist of mainly cash
units. reviewing and analysing of Group’s retail and non-retail
deposits, shares, unit trusts
portfolio trends, asset quality, exposures.
and debt securities, while
physical collateral includes
land, buildings and vehicles.
138 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Risk Management
Guarantors accepted are in employing various strategies, In addition to the above, Committee which
line with BNM’s Capital including the use of derivative Market Risk CoE undertakes subsequently report to Group
Adequacy Framework (Basel II instruments. the monitoring and oversight Asset Liability Management
– Risk-Weighted Assets) and process at Treasury & Markets Committee. The Group Asset
Capital Adequacy Framework Our Group adopts various trading floors, which include Liability Management
for Islamic Banks (Risk- measures as part of risk reviewing and analysing Committee meets at least
Weighted Assets) guidelines. management process. Our treasury trading activities once a month to discuss the
Eligible credit protection is GRCC with the assistance of vis-à-vis changes in the liquidity risk and funding
also used to mitigate credit Group Market Risk Committee financial markets, monitoring profile of the Group. The key
losses in the event that the and its delegated committees limits usage, assessing limits liquidity risk metrics comprise
obligor/counterparty defaults. ensure that the risk exposures adequacy and verifying of internal liquidity gaps or
undertaken by our Group is transaction prices. cashflow maturity profile
In mitigating the counterparty within the risk appetite mismatches under business as
credit risks from foreign approved by our Board. 3. LIQUIDITY RISK usual and stress scenarios
exchange and derivatives and regulatory liquidity
Liquidity risk is defined as the
transactions, our Group enters Market Risk CoE is coverage ratio (LCR) are
current and potential risk to
into master agreements that responsible for measuring and measured and monitored
earnings, shareholder funds or
provide for closeout netting controlling our Group’s market regularly. LCR is a quantitative
our reputation arising from our
with counterparties, whenever risk through robust regulatory requirement which
Group’s inability to efficiently
possible. A master agreement measurement and market risk seeks to ensure that banking
meet our present and future
that governs all transactions limit monitoring while institutions hold sufficient high
(both anticipated and
between two parties, creates facilitating business growth quality liquid assets (HQLA) to
unanticipated) funding needs
the greater legal certainty that within a controlled and withstand an acute liquidity
or regulatory obligations when
the netting of outstanding transparent risk management stress scenario over a
they are due, which may
obligations can be enforced framework. Market Risk CoE 30-calendar-day horizon. Our
adversely affect our daily
upon termination of evaluates the market Group monitors and reports
operations and incur
outstanding transactions if an exposures using the LCR based on BNM LCR
unacceptable losses. Liquidity
event of default occurs. applicable market price and Policy Document (PD) dated
risk arises from mismatches in
pricing model. The valuation 25 August 2016 and maintains
the timing of cash flows.
For each counterparty where process is carried out with the its liquidity positions above
credit support annex has been independent price verification the prudential requirement. In
The objective of our Group’s
executed in addition to master requirements to ensure that addition, our group computes
liquidity risk management is to
netting agreement, our Group financial assets/liabilities are regulatory Net Stable Funding
ensure that our Group can
will request for additional recorded at fair value. The Ratio (NSFR) every quarter
meet its cash obligations in a
collateral for any exposures valuation methods and models based on BNM Observation
timely and cost-effective
above the agreed threshold, in used are validated by risk Period guidelines and
manner. To this end, our
accordance with the terms management quantitative maintains the ratio above the
Group’s liquidity risk
specified in the relevant credit analysts to assess their regulatory benchmark.
management policy is to
support annexes. applicability relative to market Liquidity risk stress testing
maintain high quality and well
conditions. under various scenarios
diversified portfolios of liquid
Our Group avoids unwanted covering bank-specific
assets and sources of funds
credit or market risk Our Group also adopts the (idiosyncratic), market-wide
under both business-as-usual
concentrations by diversifying Value-at-Risk (VAR) and combined crises is
and stress conditions. Due to
our portfolios through a methodology as an approach performed regularly to identify
its large delivery network and
number of measures. Amongst in the measurement of market sources of potential liquidity
marketing focus, our Group is
others, there are guidelines in risk. VAR is a statistical strain.
able to maintain a diversified
place relating to maximum measure of the potential
core deposit base comprising
exposure by products, losses that could occur as a In addition to regulatory limits,
retail transactions accounts,
counterparty, sectors and result of movements in market liquidity risk undertaken by our
savings, demand and term
country. rates and prices over a Group is governed by a set of
deposits, thus providing our
specified time horizon within a established liquidity risk limits
Group with a stable, large
2. MARKET RISK given confidence level. and appetite. Management
funding base. Our Group
Action Triggers (MATs) have
Market risk is defined as any maintains some buffers of
Stress testing is conducted to been established to alert
fluctuation in the value of a liquidity throughout the year to
capture the potential market management to potential and
trading or investment ensure safe and sound
risk exposures from an emerging liquidity pressures.
exposure arising from changes operations from a strategic,
unexpected market Our Group’s Liquidity Risk
to market risk factors such as structural and tactical
movement. In formulating Management Policy is
interest rates, currency perspective.
stress scenarios, subjected to periodic review.
exchange rates, credit
consideration is given to The assumptions, risk limits
spreads, equity prices, The day-to-day responsibility
various aspects of the market; and appetite are regularly
commodities prices and their for liquidity risk management
for example, identification of reviewed in response to
associated volatility. and control in each individual
areas where unexpected regulatory changes, changing
entity is delegated to the
losses can occur and areas business needs and market
Our Group hedges the respective Country Asset
where historical correlation conditions.
exposures to market risk by Liability Management
may no longer hold true.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 139
C O R P O R A T E G O V E R N A N C E
Risk Management
The Asset-Liability Finance, our Group Asset 5. OPERATIONAL RISK Operational Risk Management
Management function, which Liability Management Approach
Operational risk is the risk of
is responsible for the Committee is responsible for
loss resulting from inadequate CIMB Group recognises that
independent monitoring of our the review and monitoring of
or failed internal processes, the key determinant for a
Group’s liquidity risk profile, Group’s balance sheet,
people and systems or from well-managed banking
works closely with Group business and hedging
external events. The definition operation is to cultivate an
Treasury and Markets in its strategies, the overall interest
for capital purpose includes organisation-wide risk
surveillance on market rate risk profile and ensuring
legal risk but excludes management discipline and
conditions. Business units are that such risk profile is within
strategic and reputation risks. culture. Our Group manages
responsible for establishing the established risk appetite.
operational risks through the
and maintaining strong Treasury & Markets is
Operational Risk Management following key measures:
business relations with their responsible for day-to-day
Oversight • Sound risk management
respective depositors and key management of exposure and
providers of funds. Overseas gapping activities, including The Operational Risk practices in accordance with
branches and subsidiaries execution of hedging strategies. Management (ORM) Basel II and regulatory
should seek to be self- department, a second line of guidelines;
sufficient in funding at all Interest rate risk in the defence function, provides the • Board and senior
times. Group Treasury only banking book is measured by: methodology, tools and management oversight;
acts as a global provider of processes for the • Well-defined responsibilities
(i) Economic Value of Equity
funds on a need-to or identification, assessment, for all personnel concerned;
(EVE) sensitivity
contingency basis. Each entity reporting, and management of
measures the long term • Establishment of a risk
has to prudently manage its operational risks for the
impact of sudden interest management culture;
liquidity position to meet its implementation by respective
rate movement across • Deployment of ORM tools
daily operating needs. Our risk owners across the Group.
the full maturity spectrum that include:
Group’s Contingency Funding The ORM department also
of our Group’s assets and
Plan (CFP) is in place to alert independently oversees the – Operational Event and
liabilities. It defines and
and enable the management operational risk controls Loss Data Management
quantifies interest rate
to act effectively and monitoring that reside within
risk as the change in the – Risk Control Self-
efficiently during a liquidity or the first line of defence.
economic value of equity Assessment
funding crisis and under
(e.g. present value of – Control Issue
adverse market conditions. Identified risks are rated using
potential future earnings Management
The CFP is subjected to a defined risk rating
and capital) as asset
regular testing. methodology applied across – New Product Approval
portfolio values and
the Group’s three lines of Process
liability portfolio values
4. INTEREST RATE RISK IN THE defence. Monitoring of the – Key Risk Indicators; and
would rise and fall with
BANKING BOOK identified risks is primarily
changes in interest rates. – Scenario Analysis
done through the Operational
Interest rate risk in the This measure helps the
Risk Committee or relevant
banking book is defined as the Group to quantify the risk These tools form part of the
risk management committees
current and potential risk to and impact on capital operational risk policy that
operating in each material
our Group’s earnings and with the focus on current allows the Group to effectively
geography and business line.
economic value arising from banking book positions. identify, measure, mitigate and
These committees report up to
movement in interest rates. report its operational risks.
(ii) Earnings At Risk (EAR) is the relevant functional or
Each material division of the
the potential impact of country level committees.
Our Group manages its CIMB Group self-assesses on
interest rate changes on
exposure of fluctuations in their internal risk and control
the bank’s accruing or The Group Operational Risk
interest rates through policies environment rating and report
reported earnings. It Management Committee
established by Group Asset key control deficiencies with
focuses on risk-to- (GORC) is the senior
Liability Management remediation plans.
earnings in the near term, management committee at the
Committee. Interest rate risk in
typically the next one Group level that is tasked to
the banking book undertaken Each new or varied product
year. Fluctuations in oversee the operational risk
by our Group is governed by with changes to the process
interest rates rate framework and policies to
an established risk appetite flow is subjected to a rigorous
generally affect reported ensure they are appropriate for
that defines the acceptable risk review, where all critical
earnings through changes the size and complexity of the
level of risk to be assumed by and relevant areas of risk are
in the bank’s net interest current and future operations
our Group. The risk appetite is being appropriately identified
income, which is the of CIMB Group and make
established by the Board. The and assessed independently
difference between total recommendation to the GRCC
Group Asset Liability from the risk takers or product
interest income earned for approval. GORC oversees
Management Committee is a owners.
from assets and total and monitors the overall
Board-delegated committee
interest expense incurred control environment of CIMB
which reports to the GRCC. The promotion of a risk
from liabilities. Our Group and reports to Group
With the support from Asset management culture within our
Group’s EAR is taking into Risk and Compliance
Liability Management CoE Group, whereby the demand
consideration forecasts on Committee (GRCC) on material
under Group Risk, and Capital for integrity and honesty is
budgeted new business operational risks.
and Balance Sheet non-negotiable, remains the
generation and product
Management under Group
pricing strategies.
140 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Risk Management
core theme in our operational shall be advised by the BSC, 8. BASEL IMPLEMENTATION prescribes that a minimum
risk awareness programme. which may include but is not 100% NSFR will be effective
Since July 2010, BNM has
Additionally, the e-learning limited to, channelling the not earlier than 1 January
approved CIMB Group’s
module on operational risk SNC income or earnings to 2019. On 23 March 2018,
migration to Internal Rating
management has enhanced charitable organisation or BNM published a revised
Based Approach for credit
the awareness of operational returning the SNC income or version of BNM Observation
risk. CIMB Bank Group applies
risk amongst the staff. earnings to customers. Period guideline which
the Advanced Internal
supercedes the guideline
Ratings-Based Approach for
6. REPUTATION RISK Our Group has a Group issued on 7 August 2015. On
retail exposures and the
Shariah Advisory & Board 23 October 2018, BNM
Reputation risk is defined as Foundation Internal Ratings-
Shariah Committee Secretariat announced the extension of
current or prospective risk to Based Approach for corporate
Policy in place, which governs observation period for NSFR
earnings and capital arising exposures. CIMB Investment
the roles and responsibilities reporting by one year, until
from the adverse perception applies the Standardised
of BSC, overall Shariah 31 December 2019. The Group
by the stakeholders about the Approach. The Group’s
compliance functions and is currently computing and
Group’s business practices, operational risk is based on
Shariah governance processes submitting the NSFR in
conduct or financial condition. the Basic Indicator Approach.
of CIMB Group. Monitoring of accordance to the Observation
Such adverse perception, The Group has progressively
Shariah compliance and Period guideline.
whether true or not, may set the various foundations to
Shariah governance is carried
impair public confidence in the move towards Basel II
out through Shariah Review The LCR is intended to ensure
Group, result in costly Standardised Approach. The
and Shariah Audit functions, that banks have sufficient high
litigation, or lead to a decline Group’s market risk is based
supported by SRM control quality liquid assets (HQLA) to
in its customer base, on Standardised Approach.
measures and Shariah & withstand an acute liquidity
business, revenue or share
Governance. stress scenario over a 30-day
price. Reputation risk exists On 16 December 2010, the
horizon. On the other hand,
throughout the organisation Basel Committee of Banking
SRM is facilitated by the SRM the NSFR requires the banks
and is essentially a function of Supervision (BCBS) released
unit within Operational Risk to maintain a stable funding
the adequacy of the Group’s the Basel III liquidity
CoE by implementing a profile in relation to the
internal risk management framework, introducing two
systematic and consistent composition of their assets
processes, as well as the new liquidity risk measures:
approach to the management and off-balance sheet
manner and efficiency with the Liquidity Coverage Ratio
of SNC. The objectives, activities. The implementation
which management responds (LCR) and the Net Stable
mission, guiding principles, of the Group’s LCR and NSFR
to external influences. Funding Ratio (NSFR).
governance structure, as well framework is governed by the
as the methodology and Group Asset Liability
The framework for managing On 31 March 2015, BNM
approach adopted by the Management Committee,
reputational risk identifies the issued a guideline on Basel III
Group in managing SNC risk, which is chaired by the Group
sources of reputational risks, Liquidity Coverage Ratio
are articulated in the Shariah CFO. The Group’s strategy is
and monitors and manages (LCR), consistent with the final
Risk Management Policy focused on the HQLA and
these within a defined risk text of the LCR issued by
(SRMP). Apart from monitoring maintaining customer deposits
appetite. The Group BCBS in January 2013 with
and analysing the SNC events and other stable funding
Operational Risk Committee local customisation in certain
or incidences submitted by sources. The Group continues
provides oversight over the areas. BNM adopted the
Risk Control Officer/ to build its balance sheet
framework execution. phased-in implementation
Designated Compliance and strength and invest in
approach effective from
Operational Risk Officers to infrastructure to ensure that it
7. SHARIAH NON-COMPLIANCE 1 June 2015 at 60%,
Shariah Review CoE for is well-positioned to meet the
RISK thereafter the minimum
escalation to BSC and LCR and NSFR requirements
requirement will increase by
SNC risk is the risk that arises reporting to the relevant risk within the regulatory
10% on 1 January of the each
from the Group’s possible committees, SRM unit within timeframe.
subsequent year until it
failure to comply with the Operational Risk CoE also
reaches 100% on 1 January
Shariah requirements actively participates in the
2019. On 25 August 2016,
determined by SAC of BNM Islamic products and services
BNM issued a revised
and SC, BSC of CIMB Group development process to
guideline on Basel III LCR,
and the other Shariah ensure that all SNC risk are
which supersedes the
regulatory authorities of the appropriately identified,
guideline issued on 31 March
jurisdictions in which the assessed, managed and
2015.
Group operates. SNC may controlled. The new products
result in financial and non- and services as well as
BCBS released the final text of
financial impact to the Group internal policies and
the NSFR on 31 October 2014.
such as nullification of procedures that are applicable
Subsequently, BNM released
contract, non-recognition of to Islamic banking businesses
the Observation Period
income or earnings, regulatory and services are subject to
guideline on 7 August 2015
breach, reputation risk, etc. prior approval from BSC
and published the Exposure
The appropriate treatment of before implementation.
Draft on 27 September 2017.
any SNC income or earnings
BNM did not adopt the
phased-in approach, instead
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 141
C O R P O R A T E G O V E R N A N C E
AUDIT COMMITTEE
REPORT
Deliberations at the AC meetings were robust and detailed, generally lasting
OVERVIEW for a few hours. Minutes of the AC meetings held were provided to
members of the respective Boards. The Board would be briefed on the
significant matters deliberated during the AC meetings.
The Audit Committee of CIMB Group Holdings Berhad
(Group AC) is committed to its role of ensuring high
corporate governance practices and providing oversight
2. AUTHORITY
on the Group’s financial reporting, risk management and
internal control systems. The AC is a Board delegated AC shall have the necessary
committee. In discharging its resources from the Group to
duties, the AC has explicit authority discharge its functions effectively.
to investigate any matter within its The AC has full and unrestricted
1. ATTENDANCE OF MEETINGS terms of reference. It has full access to information and is able to
access to and co-operation from obtain independent professional
Management and full discretion to advice if necessary, with any
The details of the Group AC membership and meetings held in 2018 are as invite any Director or Executive expenses related thereto to be
follows: Officer to attend its meetings. The borne by the Group.
Number of
Committee
Meetings
Name of Committee 3. SUMMARY OF ACTIVITIES IN 2018
Member Status Held Attended
Dato’ Mohamed Ross bin Chairman/ 18 17 INTERNAL AND EXTERNAL AUDIT g. Held 6 meetings with the
Mohd Din Independent Director PROCESS External Auditor to review the
(redesignated as Chairman on financial results, MFRS related
20 October 2018) a. Approved the annual internal
issues and areas of concerns
audit plan and the mid-year
Datuk Mohd Nasir Ahmad Independent Director 18 18 identified.
(redesignated as AC Member on
review of the plan in March
20 October 2018) and July 2018 respectively;
h. Held 3 meetings with the
reviewed the audit scope
Glenn Muhammad Surya Independent Director 18 17 External Auditor without the
planned based on risk
Yusuf presence of the Group
assessment conducted and
(retired as AC Member on Management and Executive
23 January 2019) the audit resource
Directors on 25 January 2018,
requirements.
Ms Teoh Su Yin Independent Director NA NA 23 May 2018 and 3 December
(appointed as AC member on 2018 to discuss relevant
23 January 2019) b. Reviewed GCAD’s revised
issues and obtain feedback for
methodology and practices in
improvements.
respect of risk assessment for
In addition to the 18 meetings held to deliberate on matters relating to the audit planning purposes and
i. Reviewed and recommended
Group, 30 other meetings were held by members of the Banking Group audit grading.
for Board’s approval the audit
Audit Committee (Banking Group AC) to deliberate on matters relating to
fees and provision of non-
the three Malaysian banking institutions, making a total of 48 meetings for c. Approved the KPIs for GCIA
audit services by the External
the year. and his direct reports and
Auditor in accordance with
evaluated the GCIA’s annual
established procedures;
The details of the Banking Group AC membership and meetings held in performance together with the
evaluated whether such
2018 are as follows: remuneration payout.
non-audit services would
impair the External Auditor’s
Number of d. Evaluated GCAD’s overall
independence and objectivity.
Committee performance on annual basis
Meetings and provided written feedback
Name of Committee j. Completed the annual
for improvements.
Member Status Held Attended assessment on the External
Auditor in December 2018
Datuk Mohd Nasir Ahmad Chairman/ 30 29 e. Reviewed the summary of
prior to recommendation to
Independent Director internal audit work performed
the Board on its
across the region together
Dato’ Zainal Abidin Putih Non-Independent 30 29 reappointment; the principal
with the audit outcome on
Director areas assessed were in
quarterly basis.
accordance to BNM’s
Puan Rosnah Dato’ Independent Director 30 30 Guidelines on External Auditor
Kamarul Zaman f. Reviewed and approved the
covering performance,
External Auditor’s audit plan
Puan Nadzirah Abd Rashid Independent Director 30 30 independence and objectivity.
and scope of work on 12
Madam Ho Yuet Mee Independent Director 30 27 October 2018.
142 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Accordingly, the assessment e. Reviewed the internal control AUDIT RESOLUTION COMMITTEE FINANCIAL REPORTING
undertaken, amongst others, issues identified by internal, (AIRCOM)
a. Reviewed the financial
covered: external and regulatory
a. AIRCom, an AC delegated statements of the Group on a
auditors, and Management’s
• Level of knowledge, committee, assisted the AC in quarterly basis and the draft
response to audit
capabilities experience and ensuring the effectiveness of announcements before
recommendations and the
quality of previous work management actions in recommending them for the
implementation of agreed
addressing key risks and Board’s approval.
• Level of engagement with action plans; Management’s
internal control weaknesses.
the ACs presence is required for
The appointment of AIRCom b. Reviewed the financial results
critical areas and audit reports
• Ability to provide Chairman and Alternate prior to the approval by the
with adverse audit ratings to
constructive observations Chairman (held by Senior Board; discussed the following
facilitate effective deliberation
and recommendations Management) would require as highlighted by the External
of weaknesses identified and
the AC’s approval. Auditor:
• Appropriateness of audit management’s corrective
approach and the actions. • Significant accounting and
b. The AIRCom’s key activities
effectiveness of audit audit matters involving
include:
planning f. Monitored the implementation credit, treasury, taxation
of corrective actions by • Review significant findings and impairment related
• Timeliness of audit Management; Management arising from audits and matters
deliverables need to provide justifications investigations conducted;
for any undue delay and • Information technology
• Non-audit services where necessary, the
present for AC’s approval. matters
rendered by the External relevant responsible party
Auditor so that it does not would be invited to • Disposal of equities
impede their g. Attended meetings with the facilitate robust discussion business
independence. respective ACs and on issues and
Management of CIMB Niaga, effectiveness of corrective • Uncorrected
CIMB Thai, CIMB Cambodia actions taken. misstatements
GOVERNANCE, RISK AND
CONTROL and Touch ‘n Go. In each of • Changes and
the meetings, the businesses • Review common findings
with objective to identify implementation relating to
a. Reviewed the adequacy and and issues of the respective
more holistic solution. MFRS/9
effectiveness of the system of operations were presented
internal controls, financial and discussed. • Review reasons for any c. In relation to the financial
reporting and risk delayed implementation of statements for the financial
management to ascertain h. Attended the Group’s Annual agreed action plans and to year ended 31 December
there was a systematic Management Summit where escalate to higher authority 2018, the AC at its meeting
methodology in identifying, relevant businesses and where required; to provide held on 25 January 2019 was
assessing and mitigating risk support units reviewed their recommendation for AC’s briefed by the External
areas. operations for the year and approval for cases with Auditors on the Key Audit
presented strategies and plans repeated extension of Matters included in the
b. Ascertained whether for the coming year. implementation date (the Independent Auditors’ Report.
management gives emphasis process of revising target These are matters regarded as
towards compliance with i. AC Chairman of CIMB Group implementation date is most significant by the
regulatory requirements and provided oversight on the governed by an External Auditors in the audit
internal policies. effective implementation of the established Audit Follow- of the financial statements of
CIMB Group Policy on whistle Up Framework). the Group and the Company
c. Encouraged robust discussion blowing pursuant to BNM which involved significant
on emerging risks, key Corporate Governance • Reviewed justification for
judgement and estimates by
challenges and operational Framework; any concerns on cases where the respective
the Management. The AC is
concerns, including requiring illegal, unethical or risk owners decided to
satisfied that based on the
Management of relevant areas questionable practices accept the risk exposure
audit procedures performed
to present their strategies and escalated to the AC Chairman and would not take
by the External Auditors, no
action plans in achieving via the dedicated email would corrective actions upon
material exceptions were
established objectives. be objectively investigated cost benefit analysis; to
noted on these Key Audit
and addressed. provide appropriate
Matters.
d. Reviewed the efficiency of recommendation for AC’s
operations and the economical endorsement.
d. Reviewed write-off proposals
utilisation of resources
as presented by the
throughout the Group. c. The AIRCom meetings were
Management before
held monthly before the AC
recommending them for the
meetings; minutes of the
Board’s approval in
AIRCom meetings held would
accordance to established
be submitted to the AC
policy.
members for notification and
appropriate discussion during
the AC meetings.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 143
C O R P O R A T E G O V E R N A N C E
a. RPTs are reviewed by the AC, a. Carried out audits and e. Reported status of i. Reviewed and provided
taking into account the nature investigations on the Group; outstanding audit findings to feedback on new and
and underlying details of the issued 428 reports during the AC on a quarterly basis; undue revisions to policies of the
transactions, in establishing year, including the review delays in the implementation Group, focusing on, but not
any potential conflict of outcome in relation to IT of agreed action plans were limited to, ascertaining the
interest that may arise, before project implementation. escalated to the relevant governance and controls to
making recommendation to (Note: In addition to the above authority for appropriate address risks.
reports issued, a number of decision.
the Board for approval. regulatory driven assignments had
also been completed) j. Submitted periodic reports to
b. The AC reviewed one RPT (as f. Acted as secretariat of the AC, top Management and
defined under the Listing GCAD’s scope of coverage AIRCom, and prepared regulators.
Requirements of Bursa encompassed all business and minutes of meeting for
Malaysia) during the year in support units; areas audited submission to AC; other k. Supported AC in the annual
relation to the extension of the included treasury related activities included preparing of review exercise on
current contract for statement matters, loans & financing meeting materials and appointment of External
printing services between (retail & non retail), distribution following-up on matters Auditor.
CIMB Bank Berhad and CIMB channels, back office arising.
Islamic Bank Berhad with operations, IT operations & l. Continued with the Branch
Ge-Pap Services Sdn Bhd for security, Head Office functions g. Conducted regional town hall Manager Attachment Program
the period of 6 months, prior and also special focus areas periodically for top-down to promote risk and control
to recommendation to the such as AML/CFT, customer communication on key matters culture in the first line of
Board. information secrecy, product relating to the internal audit defense; of the 20 branch
transparency, outsourced function. managers participated in
c. Pursuant to MFRS 124 on functions and business 2018.
Related Party Disclosures, continuity. h. Conducted a two-day
significant RPT balances and Regional Audit Planning m. Passed the Surveillance Audit
transactions were reviewed on b. Engaged Ernst & Young Summit to discuss and of ISO 9001:2015 Certification
quarterly basis, with Advisory Services Sdn. Bhd, deliberate key audit for internal audit services.
explanations provided for as a qualified external methodologies and pressing
exceptional trend or assessor, to complete the matters relating to the n. Incurred total costs of RM73.2
transactions. External Quality Assurance function. million (Malaysia: RM37.2
Review on GCAD to ascertain million) to maintain the internal
d. All loans and financing granted GCAD’s conformance with all audit function of the Group for
to connected parties (pursuant relevant requirements set out FY2018.
to BNM’s Guidelines on Credit in the Institute of Internal
Transactions and Exposures Auditors (IIA) standards, BNM
with Connected Parties) are guidelines, Bursa Malaysia
under the direct purview of the Listing Requirements, and 5. TRAINING
respective Board of Directors. Malaysia Code of Corporate
Governance issued by Listed below are the seminars and training events attended by the
Securities Commission. members of the Audit Committee to keep abreast of latest developments:
144 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
Audit Audit
Committee Committee
Member Training attended Member Training attended
Glenn • Bank Negara Malaysia – Composite Risk Rating Puan Nadzirah • World Capital Markets Symposium
Muhammad (CRR) with the Board of Directors of CIMB Group Abdul Rashid • CPA Congress 2018: Connecting the Biggest
Surya Yusuf Holdings Berhad, CIMB Bank and CIMB Islamic Minds
Bank • Khazanah Megatrends Forum 2018
• Sustainable Finance Training for Board of Directors • Malaysia: A New Dawn Conference
• 2019 Risk Posture Workshop • Singapore Fintech Festival 2018
• CIMB Annual Management Summit
Dato’ • Managing Cyber Risk in FIS
Mohamed • Navigating the VUCA World Madam Ho • Bank Negara Malaysia – Composite Risk Rating
Ross Bin • Bank Negara Malaysia – Composite Risk Rating Yuet Mee (CRR) with BODs of CIMBGH/CIMB Bank & CIMB
Mohd Din (CRR) with the Board of Directors of CIMB Group Islamic Bank
Holdings Berhad, CIM B Bank and CIMB Islamic • Audit Committee Conference 2018
Bank • MFRS 9 Financial Instruments-A Comprehensive
• Audit Committee Conference 2018 Review and Analysis
• BNM – FIDE Annual Dialogue • Win The Innovation Race: Unlocking the Creative
• Win the Innovation Race: Unlocking the Creative Power of Asians
Power of Asians • Financial Institutions Directors Education (FIDE
• IFN Forum Asia 2018 Core Programme – Module A
• IBM Think Malaysia • Cyber Resilience Conference 2018 - Powering the
• Global Islamic Finance Forum Winds of Change: The Shift to Cyber Resilience
• Khazanah Megatrends Forum • Malaysia: A New Dawn 2018 Conference
• CIMB Annual Management Summit • Khazanah Megatrends Forum 2018
• Islamic Talk Series on Responsible Finance - Role
Dato’ Zainal • Directors In-House Training – Boardroom
of Banking in Shaping the Future of Humanity
Abidin Putih Dynamics – Shaping High Performance
• FIDE FORUM Dinner Talk: “The Director as
Transformation
Coach”: An exclusive dialogue with Dr Marshall
• Bank Negara Malaysia – Composite Risk Rating
Goldsmith and Launch of FIDE FORUM’s “DNA of
(CRR) with BODs of CIMBGH/CIMB Bank & CIMB
a Board Leader”
Islamic Bank
• CIMB Annual Management Summit
• Audit Committee Conference 2018
• Bank Negara Malaysia Annual Report 2017/
Financial Stability and Payments Systems Report
2017 Briefing Session
• Asia Launch of Global Financial Development
Report 2017/2018: Bankers without Borders.
Presentation of Key Findings followed with Panel
Discussions: The Future of International Banking
– Benefits & Costs
• 5th BNM-FIDE Forum Annual Dialogue with Deputy
Governor of BNM
• CIMB : Beyond T18 Framing & Dialogue
• Sustainable Finance Training for Board of Directors
• CIMB Board Beyond 2018 Workshop
• L&G MFRS Briefing for Board Members
• 2019 Risk Posture Workshop
• Book LuBook Launch followed by Panel
Discussion : Effective Policy Making : Harnessing
Synergies and Cooperation
• Khazanah Megatrends Forum
• CIMB Annual Management Summit
• Malaysia: A New Dawn Conference
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 145
C O R P O R A T E G O V E R N A N C E
SHARIAH COMMITTEE
REPORT
The CIMB Group Board Shariah Committee (Group Shariah Committee), which was
established under CIMB Islamic Bank Berhad, is tasked with the responsibility to assist
CIMB Group’s Board of Directors (The Board) in conducting oversight on Shariah matters
pertaining to the Group’s Islamic Banking and Financing activities.
Although the Board is ultimately responsible and accountable for all Shariah matters under the Group, the Board 4. The calculation of Zakat is in
relies on the independent advice of the Group Shariah Committee on the same. compliance with Shariah
principles.
The main role of the Group Shariah Committee is to assure and advise the Board that the Group’s Islamic banking
and finance operations do not contain elements or activities that are not permissible under Shariah. In undertaking The Group Shariah Committee also
their duties in overseeing the Islamic operations in Malaysia, the Board and the Group Shariah Committee shall be reviewed and approved CIMB
guided by the decisions, views and opinions of the Shariah Advisory Council of Bank Negara Malaysia, (BNM) the Group’s new policies and
Securities Commission of Malaysia (SC) and the Labuan International Business and Financial Centre, while for procedures manual, including
operations in other countries, they shall take into consideration the decisions, views and opinions of the relevant variations and amendments to the
authority on Shariah matters (if any), sanctioned by law/regulation to be followed by the Group, and where such existing policies and procedures
competent views and opinions on Shariah are not available, then they shall be guided by the Shariah as generally manual, and marketing and
practiced in the respective countries as well as international best practice, where practicable. branding collaterals, sales
brochures for products and
The Group Shariah Committee is also responsible for providing an independent assessment that the operations of
campaign materials.
the Islamic banking and finance business of CIMB Group have been done in conformity with the Shariah, as
decided and opined by the Group Shariah Committee and with such Notices, Rules, Standards, Guidelines and
The Group Shariah Committee has
Frameworks on Shariah matters as announced and implemented by relevant financial regulators in the relevant
jurisdictions that the Group’s Islamic banking and finance businesses are undertaken at any point in time. As of also reviewed the necessary
31 December 2018, the Group Shariah Committee consists of five (5) Independent Members dully appointed in internal controls in line with the
accordance with Shariah Governance Framework of BNM. Islamic Financial Services Act 2013
(“IFSA”) and Shariah Governance
Framework to ensure that any new
Number of Main Islamic financial transactions are
Committee Meetings properly authorised; the Group’s
Nationality Status Held Attended assets and liabilities under its
Islamic banking and finance
Sheikh Professor Dr Mohammad Hashim Canadian Independent Member 8 8 balance sheets are safeguarded
Kamali (Malaysian PR) against possible Shariah non-
compliance; and, that the day to
Sheikh Dr Nedham Yaqoobi Bahraini Independent Member 8 5(1)
day conduct of its Islamic banking
Sheikh Associate Professor Dr Shafaai Musa Malaysian Independent Member 8 8 and finance operations does not
contradict Shariah principles.
Sheikh Dr Yousef Abdullah Al Shubaily Saudi Arabian Independent Member 8 7
Associate Professor Dr Aishath Muneeza(2) Maldivian Independent Member 6 6 The Group Shariah Committee also
assessed the independent work
Sheikh Yang Arif Professor Adjung Dato’ Dr Malaysian Independent Member 4 3 carried out for Shariah Review and
Haji Mohd Na’im Bin Haji Mokhtar(3) Shariah Audit under the established
7 6 system of internal control, which
included the examination, on a test
Notes: basis, of each type of transaction,
(1) Dr Sh Needham’s attendance was below the required 75% due to health reasons and his absence at the 3 meetings were accepted by of relevant documentation and
the Board Shariah Committee.
(2) Contract of appointment: wef 13 April 2018
procedures adopted by CIMB
(3) Contract of appointment expired on 13 June 2018 Group. Apart from the above, the
Group Shariah Committee also
reviewed and approved the Shariah
MAIN ACTIVITIES IN 2018 Compliance Review work plan for
2018, the revision of Shariah
Advisory & Board Shariah
Throughout 2018, the Group Shariah Committee reviewed and advised on existing products and services as well as Committee Secretariat Policy and
on product variation and enhancement proposals by CIMB Group together with their documents. Procedures as well as revision of
Shariah Compliance Review Policy
The Group Shariah Committee also noted, reviewed and endorsed the following and was satisfied that each had & Procedures which include among
been done effectively and in conformity to relevant requirements: others the incorporation and
formalisation of Shariah Non-
1. The allocation of profit and charging of losses relating to investment accounts;
Compliant reporting process flow.
2. All contracts, transactions and dealings entered into by CIMB Group during the year ended 31 December
2018;
3. All earnings that may have been realised from sources or by means prohibited by Shariah for purpose of
disposal to charitable causes;
146 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
In 2018, the Group Shariah Committee members have participated in various trainings, seminars and forums in
In making an independent order to keep abreast with the latest market trends and development of Islamic finance industry:
assessment and confirmation on
Shariah compliance of the Islamic Sheikh Professor Dr Mohammad Hashim Kamali
banking and finance business of
the Group, the Group Shariah • Kyoto University International Symposium: Japan-Malaysia Initiative on New Asian-Islamic Civilisational
Committee recognises the Paradigm, Kyoto
importance of the need for CIMB
Group to maintain and reinforce the • Roundtable: Hadhari Global Network, Kyoto
highest possible standards of • IAIS 10th Year Anniversary Seminar: The Rise of Smart Society and the Role of Islam in Nabigating
conduct in all of its actions, Civilisation Renewal
including the preparation and
dissemination of statements • High-Level Closed Dialogue: Religion and Human Rights in the New Malaysia, Putrajaya
presenting fairly the Shariah
compliant status of its Islamic • Dialogue on Maqasid al-Shariah
banking and finance businesses • Roundtable Discussion: Framework of Research on Child Sensitive Social Protection from the Islamic
through the necessary policies and Perspective: A Maqasidi Approach
procedures as well as the
establishment of a well-defined • Interfaith Forum: ‘Understanding the Global Refugee Crisis’ – the Need for Effective Solution and Strategy for
division of responsibility and World Harmony, Protecting the Stateless and Promoting Financial Inclusion
guidelines on business conduct to
all staff based on the following • Forum on Understanding the Jerusalem Contention: A Multi-dimensional Perspective
parameters:
Sheikh Dr Nedham Yaqoobi
1. The Management has a
• Shariah Board of AAOIFI Conference
professional and qualified staff
of Shariah researchers that • International Shariah Scholars Forum
support the Group Shariah
Committee in the decision • Global Islamic Finance Forum
making and deliberations
• Islamic Fiqh Academy of OIC Conference
process, providing check and
balance of all matters to be • AAOIFI – World Bank 13th Annual Conference
presented to the Group
Sheikh Associate Professor Dr Shafaai Bin Musa
Shariah Committee by the
Management. • SAC Townhall Session, BNM
2. The Management has a • Ijtimak Pakar Syariah JAKIM
Shariah review framework of
which policy and procedures • Seminar Pemerkasaaan Guru-guru Agama Johor
were established to set out
• Workshop on Development of Environmental & Social Impact Assessment Framework (ESIAF) for VBI
policies for Shariah review
function among others Sheikh Professor Dr Yousef Abdullah Al Shubaily
encompassing regular
examination and evaluation of • Islamic arbitration workshop
the Bank’s level of compliance
• Trading of gold in Shariah
to the Shariah requirements,
remedial rectification • Islamic Finance Conference
measures to resolve non-
compliances and control • Saudi Capital Market Authority Workshop (Islamic RIBO)
mechanisms to avoid
• Shariah Board of AAIOFI Conference
recurrences.
Associate Professor Dr Aishath Muneeza
3. The Management has a robust
Shariah risk management • Dialogue on Maqasid Shariah, Kuala Lumpur, Malaysia (Local)
framework covering the first,
second and third line of • Speaker: Global Islamic Fintech Summit (Local)
defences with strong
• Speaker: Maldives Islamic Banking Finance Industry Conference (Chairperson of the Conference)
independent oversight
undertaken by Group Risk • Speaker: 3rd Islamic Finance Forum of South Asia, Colombo, Sri Lanka (International)
Management as the second
line of defence. • Pioneering Halal Tourism in Maldives: Toward Creation of First Shariah Compliant Resort to become Global
Islamic Tourism Hub. World Halal Summit 2018, Istanbul, Turkey
4. Availability of a team of
internal auditors who conduct • Enhancing Zakat Framework of Maldives: A Hundred Muslim Country. 2nd International Conference on Zakat,
periodic Shariah audits of all Yogyakarta, Indonesia
the Group’s Islamic banking
and finance operations on a
scheduled and periodic basis.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 147
C O R P O R A T E G O V E R N A N C E
148 A S E A N C A T A L Y S T
C O R P O R A T E G O V E R N A N C E
The card contains list of common • SR CoE, as a second-line of Committee and administratively to
SNC risks and measures to avoid defence function, reports the Head of Shariah and
them as well as Islamic banking independently to the Board Governance. The function basically
terminologies as a comparison to Shariah Committee (“BSC”) of assists and supports the Group
conventional terms. In order to be CIMB Islamic Bank Berhad Shariah Committee to conduct
more effective in managing SNC (“CIMB Islamic”), and reports pre-approval review, perform
risk, the focus has been shifted functionally to the Chief in-depth comprehensive research
from analysing the past events to Compliance Officer of CIMB and studies of Shariah issues in
identifying high risk areas and Islamic, forming part of the proposals submitted by various
anticipating future event that could CIMB Group Compliance business and support units
lead to Shariah breach. Division as envisaged by the throughout CIMB Group for Group
ED. The SR CoE is staffed by Shariah Committee’s approval,
A newsletter called Shariah Risk qualified Shariah officers who providing an independent
Digest has also been introduced to are also qualified to undertake assessment of the same. This
constantly remind Risk Control compliance function function ensures proper
Officers (RCOs) and Designated responsibilities. deliberation by the Group Shariah
Compliance and Operational Risk Committee. This also includes the
Officers (DCOROs) on SNC risk. In • The SR CoE has established the provision of day-to-day advice
2017, ten issues were circulated CIMB Group Shariah Review based on the decisions and Shariah
that received good response from Policy and Procedures (“Shariah rulings of the Group Shariah
the recipients. The Digest would Review Policy & Procedures”), Committee to those units
complement training programmes which sets out the policies for throughout CIMB Group. This
conducted by SRM CoE in Shariah review function on the function also undertakes the
enhancing awareness on Shariah Islamic financial services, administrative and secretarial
Risk Management amongst staff. operations and activities of matters relating to Group Shariah
The focus for training in 2017, was CIMB Group, encompassing Committee. In carrying out its
on 23 Commercial Banking Centres regular examination and tasks, Shariah Advisory & Research
(CBCs) nationwide as well as evaluation of CIMB Group’s Unit is guided by the CIMB Group
training programmes organised level of compliance to the Shariah Compliance Policy and
under Islamic & Sustainable Shariah requirements, remedial General Procedures Manual and
Finance Programme Centre of rectification measures to the BNM SGF.
Excellence (ISF PCOE) and Risk resolve non-compliances and
Programme Centre of Excellence control mechanisms to avoid SHARIAH RESEARCH REPORTS
(Risk PCOE). ISF PCOE was recurrences. In addition, the
The Shariah Advisory & Research
specifically designed for Shariah Review Procedures sets
Unit provides direct input to the
participants to improve ability to out the procedures for Shariah
Group Shariah Committee on
recommend Islamic Banking review execution,
issues related to new products,
products that match customer’s responsibilities of stakeholders
services, business deals, policies,
needs and to increase sales and internal reporting process
procedures and marketing
performance in Islamic Banking relating to Shariah non-
materials and reviews and
products, whilst, Risk PCOE was compliance events, in line with
conducts research where necessary
aimed to increase the risk BNM’s requirements.
to assist members of the Group
competencies of staff across all job
Shariah Committee in making
roles, equipping the three lines of • In ensuring that the activities
appropriate deliberations and
defence with the necessary risk and operations of CIMB Group
decisions., In addition, the unit
management skills and are Shariah-compliant, SR CoE
facilitates the issuance of Group
competencies in ensuring risk is conducts post review of CIMB
Shariah Committee approvals
appropriately managed across the Group’s activities and
where appropriate and
value chain, in line with the risk operations in accordance with
disseminates such approvals to the
appetite. the annual Shariah review work
relevant business units.
plan approved by the BSC and
SHARIAH REVIEW FUNCTION the respective Boards of
In addition, the unit attends
Directors of CIMB Group. In
The Shariah review function is meetings and briefings on Shariah
addition, SR COE conducts
carried out by the Shariah matters with industry regulators
investigations on issues
Compliance Review Centre of and associations, raises Shariah
escalated by the stakeholders
Excellence (“SCR CoE”) in line with compliance awareness within CIMB
and performs ad-hoc review as
the Bank Negara Malaysia Group and maintains records of
required from time to time by
(“BNM”)’s Shariah Governance Shariah rulings and decisions of the
the regulators or the BSC.
Framework for Islamic Financial Group Shariah Committee for
Institutions (“SGF”). This SCR internal research and advisory
SHARIAH RESEARCH FUNCTION
CoE’s role is to regularly assess the purposes.
activities and operations of CIMB The Shariah Research Function is
Group to ensure that such activities undertaken by the Shariah Advisory
and operations do not contravene & Research Unit, which reports
with the Shariah requirements. directly to the Group Shariah
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 149
S U S T A I N A B I L I T Y S T A T E M E N T
150 A S E A N C A T A L Y S T
S U S T A I N A B I L I T Y S T A T E M E N T
STAKEHOLDER INFORMATION
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 151
S U S T A I N A B I L I T Y S T A T E M E N T
SUSTAINABILITY
STATEMENT
“CIMB has always emphasised value creation which requires a delicate balancing of the long-
term interests of our people, planet and profitability. To that end, we are pleased to commit to the
UNEP FI objectives to champion responsible banking and help transform global banking practices.
We firmly believe that as an industry that plays an instrumental role in economic growth and
global trade, banks could be a powerful force for change, to create a huge positive impact not just
economically, but also socially and environmentally.”
As a leading universal bank and The CIMB Sustainability Report SCOPE OF REPORTING Comparability: While we continue
corporate citizen in ASEAN, we aim (previously published as CIMB in our efforts to strengthen our data
Boundary: The CIMB Sustainability
to integrate environmental, Citizenship Report) speaks of our monitoring and reporting
Report 2018 is our sustainability
economic, and social (EES) commitment as a leading ASEAN mechanisms, this year, all
narrative for CIMB Group of
considerations into our risk bank to create long-term value for quantitative and qualitative data for
Companies across ASEAN. This
assessment and demonstrate both the industry as well as our indicators is disclosed where
year, we have expanded the scope
sustainability leadership by stakeholders. This year’s Report is possible, with 2017 or 2018 as the
of reporting to include various
investing resources and influencing a key milestone in itself as it baseline year for comparability of
strategies, initiatives and
our networks to ensure that our documents our first-few data, highlighting trends and
programmes that were
business activities have a net achievements, to include showing progress.
implemented in Malaysia, in
positive impact on our existing and development of key sustainability
addition to some selected
future stakeholders over the long policies as well as the framing of Completeness: We underwent
developments in Indonesia,
term. CIMB Sustainability Roadmap 2023. many deliberations to improve the
Singapore and Thailand (MIST).
level of transparency and
‘Banking for the Future’ is our The Report presents our clear accountability across various
Guidelines: CIMB continues to use
philosophy for taking a long-term direction, key areas of focus, major functions of the Group, which in
the Global Reporting Initiative (GRI)
view on business to build a considerations, the governance, turn will enable us to improve the
framework for reporting and in
sustainable future for CIMB’s our motivation and overall view on quality of our reporting, in terms of
2018, the report has been prepared
partners in growth, including our sustainable financing and balance, integrity, and meaningful
“In Accordance” with GRI
employees, customers and sustainable development. progress.
Standards: Core Option.
communities.
References to GRI Standards as
This Report reflects and reinforces In documenting this report, we
well as for more additional
In 2018, we have integrated our sincere and serious efforts have applied the following two
information on each of the sections
Sustainability as one of the towards managing our Economic, principles:
presented in this condensed
strategic pivots into our Forward23 Environmental and Social (EES)
statement have been included in Sustainability context: We have
business roadmap. Our aspiration risks and opportunities to create
our CIMB Group Sustainability achieved some level of alignment
over the next 5 years is to become net positive impact. Our attempt
Report 2018. between our sustainability
a visible ‘shaper’ of sustainability has been to maintain a degree of
aspirations and the global UN
practices in the ASEAN community transparency in sharing relevant
Period of Reporting: The scope Sustainable Development Goals
for strategic differentiation and information and useful data,
for CIMB Sustainability Report (SDGs) as well as the key national
future-proofing of the Group. While especially in relation to our
2018 and the GRI Index includes priorities. For instance, in Malaysia,
Malaysia and Indonesia will lead corporate citizenship. Therefore,
information for the period 1 January we aligned our sustainability
the way, rest of our ASEAN the Report also serves as a key
2018 to 31 December 2018, unless strategies with the inclusive
champions will continue to reference document for our multiple
specified otherwise. The last report development agenda set-out in the
contribute to the Group’s overall internal and external stakeholders,
was published in March 2018 for National Development Plans. These
financial and non-financial who may be interested to
the period 1 January 2017 to are further narrowed down for
performance. By 2023, we will be understand our near-term
31 December 2017. relevance and importance based on
targetting to emerge as one of the strategies and long-term
our business strategies,
top 3 sustainable banking groups in approaches to sustainability.
organisational focus and growth
ASEAN.
agenda.
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Sustainability Statement
Stakeholder inclusiveness: We have institutionalised a mechanism to proactively engage, consult, and partner with our priority stakeholders in planning
and implementing our 5-Year Sustainability Roadmap. We have committed to use our existing relationships to influence our ASEAN-wide network of
stakeholders to adopt and integrate sustainable business practices. Our basis for selecting the most critical stakeholders is to consider three factors:
• stakeholders’ influence on our business, interactions, reputation;
• the degree or level of our dependency on various stakeholders to further their interests as well as our business; and
• stakeholders who share common business and community interests and aspirations or their representativeness.
STAKEHOLDER ENGAGEMENT
We engaged various stakeholder groups to understand specific Sustainability issues relevant to them.
Customers Community
Investors Employees
>200
ENGAGED
Regulators Suppliers
1 2 3
Source stakeholder data from Seek stakeholder feedback Review our current portfolio and
multiple internal sources and through proactive biennial sectoral focus to better understand
stakeholder touchpoints, including engagement via focus groups, our ability to create direct and
bank branches, surveys, townhalls, in-depth interviews, and surveys. indirect impact, both by way of
review meetings, briefing sessions etc. reducing negative impact and
creating positive impact.
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Sustainability Statement
In the table below, we have listed our most critical stakeholders, the various platforms we use to bridge and strengthen our relationships, and some of the
key topics that interest our stakeholders.
Topics of Interest
• Access to finance
• Favourable lending terms
Banking distribution Call centres (Ongoing) • Customer experience
channels (Ongoing)
Clients
Corporate/Commercial
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Topics of Interest
• Sustainable Finance
• Sustainable Supply Chain Practices
• Quality ESG Reporting/
Communication
Investors
Briefings Meetings
Basis for Selection
• Influence
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POINT OF CONTACT
HQ ADDRESS:
CIMB Bank Berhad Our Sustainability agenda rests on our corporate conscience, which allows us to reflect
Menara CIMB, on the impact of our decisions and our business activities on the society and our multiple
Jalan Stesen Sentral 2, stakeholders. This in itself instills a sense of responsibility in all of us at CIMB, driving our
Kuala Lumpur Sentral, actions and behaviour. Our stakeholders therefore are assured of their best interests in
Kuala Lumpur dealing and partnering with CIMB, as we continuously deliberate on their issues to improve
our solutions.
However, we continuously seek to improve the quality of our reporting and hence, we
welcome all feedback, ideas, and questions on CIMB Sustainability Report 2018. Please
contact us at:
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In alignment with the Group’s business strategy, the Sustainability Roadmap 2023 focuses on five areas as per the figure below:
Our Common Future, also known as the Brundtland Report, defines Sustainability as ...
We strongly believe that Sustainability can help future-proof our people and
business by mitigating the risk of ‘short-term’ strategies and approaches.
Therefore, our philosophy for business goes beyond profits. With a rich
legacy of over 4 decades, CIMB Group continues to be a progressive
financial institution, always looking forward to meet the present and future
needs of the society, and the nation. Our core business of banking aspires
to fulfil the promise of a better future – where financial inclusion empowers
people and businesses; spurs economic growth; and reduces social
inequalities. With sustainable banking practices, we operate to achieve
growth that is meaningful for everyone who shares this vision. Our promise
of a better future inspires us to optimise our capabilities, resources, and
influence for creating positive economic, environmental and social impact.
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Sustainability Statement
SUSTAINABILITY GOVERNANCE
Taking the lead from Islamic Banking, where sustainability was understood and implemented in the context of VBI and shariah principles, in 2018, we
elevated the sustainability agenda to the Group-level, to cover not just Islamic, but all businesses in all our key operating markets. We worked with the
CEO’s Office and with the support of the Group Management Committee as well as the Board to institutionalise a Target Operating Model for Sustainability
at CIMB Group. This was one of the key outcomes from our accelerated efforts in 2018 to devise foundational policies and plans to execute our 2023
roadmap at scale.
Strategy &
Head, Sustainability ID Programme Facilitation
Sustainable Action
1. GOVERNANCE 2. SUPPORT
Chaired by the Group Chief Executive Officer, the Group Sustainability Group Sustainability takes the lead role, with the following responsibilities:
Council or GSC is represented by 18 senior members and permanent
• The Strategy and Programme Facilitation team manages and drives
invitees from all business and functional units within CIMB Group, across
the development and implementation of CIMB’s Group’s overall
all key legal entities and geographies. GSC’s key responsibilities are to:
sustainability framework, strategy and roadmap across MIST. The team
formulate and drive CIMB’s Group Sustainability vision and strategies;
also provides the secretariat function for GSC, and is responsible for
oversee the Sustainability risk profile of the Group’s business activities and
overall programme governance and reporting to the Transformation
to ensure the implementation of appropriate policies, procedures, and
Council under Forward23.
controls; champion the embedment of Sustainability principles into CIMB’s
DNA and culture; and provide strategic guidance on the development and • The key focus of Sustainable Action pillar is to embed sustainability
implementation of group-wide Sustainability key performance frameworks. practices in our operations and processes group-wide. Our key
The GSC also provides strategic oversight of Sustainability and VBI priorities in the next 5 years, include managing our direct environmental
reporting, both internally and externally. GSC reports to the Group Chief footprint, identifying climate risks and opportunities, taking measures to
Executive Officer, with oversight from the Group Board of Directors. improve diversity, inclusion and well-being as well as working towards
implementing a sustainable supply chain.
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• Sustainable Business includes The Group Sustainability THE ROLE OF CIMB FOUNDATION
our efforts centred around how department also collaborates
In its 11th year of operations, the
the Group generates profits in a closely with various functions
CIMB Foundation is established as
responsible manner, creating across the group regionally to
a non-profit organisation limited by
net positive impact through our deliver sustainability objectives.
guarantee. Financial contributions
products and services. As part Key partners include CIMB
to the Foundation are disbursed by
of this, the team is tasked with Foundation and Corporate
CIMB Group for the sole purpose of
the development and Responsibility, Business Units,
implementing their corporate social
implementation of the Group’s Learning and Development,
responsibility initiatives and
Sustainable Financing Policy Marketing and Communications,
philanthropic activities.
and development of the Human Resources, Risk
Responsible Banking Management, Administration and
The CEO of CIMB Foundation leads
framework, which defines what Procurement, and Investor
a multifunctional team to provide
the Group considers as Green Relations, amongst others.
the organisational support for the
and/or Responsible Banking
daily management of CSR-related
practices (including products 3. EXECUTION
matters. We have an established
and services).
Multidisciplinary project teams from framework for implementing our
• The development and various Business Units and CSR programmes across the
implementation of the Group’s Business Enablers are pulled Group. Our regional markets align
Sustainability Policy is under together to lead and execute their strategy to the Group, but
the purview of the Governance sustainability projects with finite have the flexibility to focus on
and Risk pillar. Aside from the project life-spans. This is done with issues that are of local importance.
policy, initiatives under direction and support from the
Governance and Risk includes The Foundation is committed to the
Group Sustainability Council and
the respective set-up of highest standards of governance,
Group Sustainability.
sustainability function outside transparency and accountability. It
of our home market; • The Sustainability Champions has sound financial management
incorporation of sustainability Group comprises of individuals systems and controls to ensure that
within Board and Management who strongly believe that all expenditure is fully accounted
Committees (where applicable); sustainability is the way forward for and audited on an annual basis.
strengthening of Business and are invested in pursuing The Foundation is given overall
Ethics; and embedding this cause for the organisation guidance by the Board of Trustees.
sustainability into CIMB’s DNA and its stakeholders. Community and/or partner
through culture transformation Represented by employees agencies are engaged by the
and institutionalisation of from each of divisions and key Foundation in the identification and
targets and KPIs. countries, the group will create implementation of projects.
a change agent network, where
• The Stakeholder Engagement
new developments in Working Committee: Projects
and Advocacy pillar relates to
sustainability, key issues and submitted to the Foundation are
our engagement with key
ideas are shared and discussed. first evaluated against a pre-
external and internal
determined set of criteria. The
stakeholders to promote our • The Sustainable Finance evaluation is done by a ‘Working
sustainability agenda as well as Working Group comprises of Committee’, who will then
the Principles for Responsible members from our Business recommend projects that satisfy
Banking. Our key priorities for Pillars – Wholesale and the criteria to the Foundation’s
the next 5 years include our Commercial Banking as well as Chief Executive Officer or the
efforts in raising awareness on Business Enablers, Group Risk. Board for approval.
sustainability within CIMB, In 2018, the Working Group
encouraging employee provided inputs and were Reporting: While the CIMB Group
volunteerism and participation responsible for stakeholder Board is responsible for our
in sustainability initiatives, as engagements within their sustainability performance across
well as collaborating with our respective division during the the Group and releases an annual
external stakeholders in development of the Group Sustainability Report for
sustainability. Sustainable Financing Policy. stakeholders’ consumption, a
After the approval of the policy separate CSR report is also made
now, the Working Group also available on a quarterly basis to the
provides resources and subject Board of Trustees of CIMB
matter expertise in the Foundation.
implementation and embedment
of sustainability risk assessment Board of Trustees: The Board
and due diligence within ensures that funds are properly
respective processes and administered and disbursed
policies as identified in the according to the Foundation’s
Group Sustainable Financing vision, objectives and areas of
Policy. focus. Board meetings are held at
least once quarterly and more
frequently, if needed.
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Reporting &
Governance Policies and Procedures Risk Assessment Tools
Communications
Board Oversight Identify Basic Sustainability
Training & Awareness
Due Diligence
Management & Committee
Oversight Assess
Enhanced Sustainability Due
Control Review
Position Statements Diligence
Mitigate
Organisational Structure High Risk Sector List Reporting
1 2 3
Sustainability Sponsor
Audit Committee
(Board member of CIMB Group Holdings
Berhad) Group Board of Directors
• Support the Board in ensuring there is
NEW ROLE a reliable and transparent reporting and
internal control system for Sustainability-
• Advise and recommend to the Board on • Establish, in conjunction with Management, related matters
business strategies from the aspect of the Sustainability framework and strategy in
Sustainability support of the Group’s vision, and oversee Nomination Committee
• Provide guidance for the implementation of and monitor the effectiveness of that strategy
Sustainability strategies as approved by the • Review and approve appropriate • Consider sustainability experience
Board Sustainability Policies for the Group, to in nomination of Directors, to build
• Act as an advocate, within the organisation support the Sustainability framework and sustainability competence on the Board
and externally strategy
• Ensure and oversee the institutionalisation of Board Risk and Compliance Committee
Sustainability as part of CIMB’s culture
• Provide oversight and advice to the Board
and Management in respect of Sustainability
Risk, including climate change risk
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In 2018, we have appointed Rob Coombe, who comes with his formidable track record in financial and social sectors, as the Sustainability Sponsor
on the Group Board of Directors. His role is to provide guidance to the Board as well as the Management to continuously evolve and strengthen our
sustainability strategies and implementation. The Sponsor is also responsible to provide oversight and advice to the Board and Management on
integration of various aspects of sustainability into the Group’s business strategies and operations, as well as to act as an advocate for
sustainability, both within the organisation and externally.
For sound governance of sustainability implementation, the Group Board is responsible for reviewing and approving our sustainability policies and
frameworks, ensuring consistent, transparent and credible performance on various economic, environmental, and social indicators. In 2018, under a
Group-wide exercise, we reviewed our overall policy framework to identify and close the gaps. The introduction of the Group Sustainability Policy was one
of the key outcomes from this exercise, in addition to the revised/updated versions of all group-wide policies. For detailed information on our key policies
kindly refer to CIMB Annual Report 2018 (pages 187-190) and CIMB Sustainability Report 2018 (pages 39-44).
Talent Attraction, Growth & Retention - Group Human Resources Policies and Procedures
• Recruitment Policy
• Remuneration Policy
• Employee Engagement and Inclusiveness
• Human Rights Guidelines: Freedom of Association;
Collective Bargaining
Financial Literacy, Inclusion & Well-being - CSR Guidelines/Focus on Education, Sports, and Community
Development
SOCIAL Health, Safety & Well-being - Group Occupational Safety and Health Policy & Procedure
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For active engagement with various In 2018, in addition to our signatory We have also joined the core group As one of the founding members,
stakeholder groups and enhanced status with the UN Global Compact of banks to launch a six-month CIMB Group has committed to
visibility amid communities and (UNGC) Local Network (LN) consultation on the draft Principles engage with the industry in ASEAN
stakeholders alike, we actively Malaysia, we have joined United for Responsible Banking at the to promote the value of these
participate in several membership Nations Environment Programme UNEP FI’s Global Roundtable, held Principles. In collaboration with
groups and associations. Our – Finance Initiative (UNEP FI), from 26-28 November 2018, in WWF and UNEP FI, we have
contributions go beyond the which is a partnership between Paris, France. The Principles have already initiated efforts to reach out
applicable annual fee United Nations Environment and already been recognised as the to various banking institutions and
commitments, to include sharing the global financial sector. During ‘New Global Standard’ by associations in the region, with an
industry insights; participating in the year, we actively participated in RobecoSAM, an international objective to orientate senior leaders
roundtable discussions and several deliberations on the draft investment company that evaluates on the value of embarking on a
sectoral studies; and demonstrating Principles for Responsible Banking, companies’ sustainability practices responsible banking journey.
our leadership by sharing best which provide the first global and determines their eligibility/
practices. framework that guides the maturity to be listed on the Dow Being a signatory bank ourselves,
integration of sustainability across Jones Sustainability Indices (DJSI). in 2018, we have also strategised
Our long-term objective is to forge all business areas of a bank, from to align our Sustainability efforts
meaningful partnerships to not only strategic to portfolio to transaction CIMB is one of the 28 banks and with the Principles for Responsible
build our knowledge-base and level. By committing to the new the first ASEAN bank to join this Banking. The table below
capacity, but to also champion framework, banks will be aligning global effort. During the year, we articulates the Principles, what they
sustainability principles that are their business with the objectives have participated in many mean to CIMB Group and our
aligned with global best practices of the Sustainable Development deliberations and also contributed preliminary response based on our
and goals, with local impact. Goals (SDGs) and the Paris Climate to developing the Principles for maturity on implementation as at
Agreement. Responsible Banking. end 2018.
Align business strategy with society’s goals Our Triple Filter Alignment Approach allows us to continuously
as expressed in the SDGs, Paris Climate monitor relevance and balance across the Global UN SDGs,
Agreement and other related frameworks. National Priorities, and Organisational Focus or Business
Strategies.
Alignment
Continuously increase our positive impacts The CIMB Group Sustainability Policy and CIMB Group
while reducing our negative impacts. Sustainable Financing Policy clearly articulate our objective to
achieve net positive impact by not just managing our carbon
footprint and evaluating ESG-related risks for lending, but by
Impact also promoting sustainable practices and behaviour.
Work with clients and customers to create The CIMB Group Sustainability Roadmap 2023 has been
shared prosperity for current and future premised on the Principles of Responsible Banking and
generations. value-based intermediation (VBI), with customers, as well as
communities at the heart of all our efforts.
Clients and Customers
Proactively and responsibly consult, engage Stakeholder Engagement and Advocacy is one of the five
and partner with relevant stakeholders to key focus areas when implementing our 5-year roadmap.
achieve society’s goals. This means, we will proactively engage with our multiple
stakeholders, to identify and address matters that are
Stakeholders most material to them and to encourage them to embrace
sustainability practice.
Implement commitments through effective As a leading ASEAN bank, governance is the underlying
governance processes and set targets for the force for our continuing success. We have already initiated
most significant impacts. efforts to put in place key sustainability and related policies
to strategically drive education and embedment, projects and
Governance and Target Setting programmes, with appropriate controls and monitoring, board
oversight and stakeholder participation.
Commit to transparency and accountability We take an inclusive approach to engaging with transparency,
for positive and negative impacts, and communicating with integrity, and serving the sustainability
contribution to society’s goals. agenda with responsibility as well as accountability towards the
CIMB network of people and communities.
Transparency and Accountability
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From time to time, the senior management leaders from various business units contribute their technical know-how via participation and appointment to
industry review panels. For instance, in 2018, CIMB Group’s internal experts helped to review syllabus and provide input for professional qualification/
certification programmes associated with the Chartered Banker qualification, Compliance certification etc., which are championed by credible bodies
such as the Asian Institute of Chartered Bankers (AICB) etc. Similarly, in Indonesia, experts and leaders from CIMB Niaga deliver lectures on Banking
Management in every semester at the Faculty of Economics and Business (FEB), University of Indonesia (UI). It has been a partnership over 15 years. FEB-
UI, in appreciation of CIMB Niaga’s contributions by way of sharing industry insights and knowledge, offers 100% scholarships to 10 of our high-potential
employees for their Masters and Postgraduate Programmes. To date, 20 CIMB Niaga employees have availed scholarships.
Below is a list of our memberships with key apex institutions that we have maintained in 2018. (The list is not exhaustive)
1. Institute of Certified Management Accountants (CIMA) 1. Perbanas (Perhimpunan Bank Nasional/Indonesian Banks
Association)
2. Islamic Financial Services Board (IFSB)
2. FKDKP (Forum Komunikasi Direktur Kepatuhan Perbankan/Banking
3. Association of Banks in Malaysia (ABM) Compliance Director Forum)
3. AEI (Asosiasi Emiten Indonesia/Indonesian Public Listed Companies
4. The Association of Islamic Banking Institutions Malaysia (AIBIM)
Association)
5. Association of Stockbroking Companies Malaysia (ASCM) 4. ASPI (Asosiasi Sistem Pembayaran Indonesia/Indonesian Payment
System Association)
6. Malaysian Investment Banking Association (MIBA)
5. ASBISINDO (Perkumpulan Bank Syariah Indonesia/Indonesian
7. Perbadanan Insurans Deposit Malaysia (PIDM) Islamic Bank Association)
8. Asian Institute of Chartered Bankers (AICB) 6. ICSA (Indonesia Corporate Secretary Association)
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ECONOMIC
Customers are at the heart of Disproportionate focus on high- Revolutionise the market standards by GO BEYOND:
everything that we do. It is therefore net-worth and preferred customer creating new benchmarks of service.
critical to understand their ever- segments. • services-as-usual to achieve
evolving needs and expectations Tap new market segments, with consistent delivery across all
in the context of a dynamic and Narrow approach to banking that products designed to meet specific branches.
disruptive market environment.
is not designed to meet the needs socio-economic issues.
Without knowing the pain points
of our customers at every single of special groups of customers, • current technologies to achieve
touchpoint, we will be unable to including unbanked, disadvantaged, Establish brand affinity and brand greater value, convenience and
differentiate and innovate our differently-abled, and aged loyalty by increasing exposure and ease of banking.
products and services, or even stay customers. engagement.
relevant as a competent business in • our policies to build and enhance
Malaysia and ASEAN. Short-lived customer loyalty. ‘customer trust’.
With sophisticated technologies Excessive focus on technology Enhance digital ‘customer SIMPLIFY:
and digital solutions, banking is solutions may make transactions identification’ features by upgrading
expected to be more simple, safe, more tedious, cumbersome and technology. • the front-end of all technology
and convenient. Customers also complex in the eyes of customers. platforms for ease of navigation.
expect the same level of personalised Tap the potential of analytics and
service that ‘physical banking’ offers. Losing traction from significant Fintech to educate customers • technology for improved access to
Technology is also increasing the customer base (especially senior on financial solutions to meet information and CIMB’s high-value
choices of customers, for them to citizens) who may not be digitally- their specific financial needs and products.
explore the infinity of the webspace savvy. milestones.
and shift to banks that offer simple, • technology deployments to make
yet superior technological experience. Data security, breaches, technology’s Introduce digital education modules it more inclusive as well as to
Without technology focus, banks will impact on the environment may have for senior citizens and customers who manage its environmental impact.
lose their edge. negative impact. are not digital savvy.
The culture of the organisation plays Unproductive behaviour and Strengthen management-employee BRIDGE:
a significant role in determining demotivated employees/partners. relationships.
levels of motivation, aspiration, • employee-management
and performance. For instance, Inefficiencies and lack of trust in the Raise performance and levels of relationships through open
an organisation with a culture management and leadership. motivation. and productive dialogues and
of accountability, transparency platforms.
and integrity can enhance overall Poor performance and high employee Build a positive climate of opinion,
outcomes of business. Similarly, a turnover/failed partnerships and as a enhance trust and loyalty. • gaps in understanding and
nurturing and learning culture delivers result poor customer experience. applying the corporate values at
positive value to employees as well as work in unison.
their contributions to business.
• policy and process gaps that are
adverse to corporate values.
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ECONOMIC
Within our own network of suppliers Financial and non-financial losses due Mitigate environmental and social MANDATE:
and business partners, we can to unethical practices in the supply risks (ESR) along the value chain,
exercise our influence towards chain. contributing to EES impacts. • sustainable supply chain practices
sustainable and ethical business through a multi-phase plan to
practices. What our partners do and Non-aligned to our sustainable Inspire and encourage sustainable include education, adoption,
how they conduct their own business practices. practices and behaviour. ownership, monitoring and
while delivering our mandated reporting.
projects and services can have a Implications of unmonitored Contribute to the growth and well-
direct impact on our projects, our business practices, with far reaching being of supply chain partners
business continuity, as well as our and significant negative impact, by creating socio-economic
reputation. It is therefore critical to affecting our position with regulators, opportunities.
monitor the environment and social government and other stakeholders.
impact along our value chain and take
necessary measures towards positive
impact.
ENVIRONMENTAL
GRI Boundary:
Sustainable Finance Internal Impact on CIMB Operations as well as
External Impact of our commercial customers
through our lending and investment portfolio
There is an increasing expectation Dependence solely on bare minimum Take a more focused approach and PRIORITISE:
from investors and policy makers, regulatory and policy thresholds and tap the potential of emerging, green
locally and globally, for organisations existing sustainability certifications, sectors. • environmental considerations
to shift their focus from short-term which may be limiting in their through a Sustainable Financing
gains to long-term value creation. approach to environmental and social Limit the exposure and costs Policy that guides lending
Sustainable Finance allows us to risk assessments. associated with ESR. decisions in light of ESR including
design our lending and investment climate change.
portfolio, with ESR considerations,
helping the brand operate with • internal capacity and skills to
resilience and deliver positive impact. champion sustainable financing
(e.g. supporting Malaysia’s climate strategies and implementation.
action plan and targets).
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ENVIRONMENTAL
As an ASEAN bank, our exposure to Inconsistent and poor climate risk Develop innovative low-carbon ACTION:
various climate-related risks is high, assessments due to lack of credible products and services.
especially with our focus on multiple risk data. • on climate risk assessment criteria
sectors across the region, to include Meaningfully contribute to the in all key priority/focus sectors in
agriculture, forestry, plantations etc. Near-term impact on product portfolio National Climate Action Plan and ASEAN.
With world-wide efforts to reduce and profitability due to poorly targets as well as the sectors in the
global temperatures well below 2ºC communicated policies. national key economic areas. • on national agenda and
in keeping with the Paris Agreement, commitments in relation to the
in near future, the high-carbon assets Inefficiencies due to inadequate Contribute to national and global Paris Agreement by aligning
may cease to make business sense. regulatory measures to aid low- climate targets. sustainable financing strategies
Both in the mid and long-term, banks carbon transition in nascent ASEAN with high-potential and national
must identify and manage climate- markets. targets.
related risks and opportunities for
sustainable banking and a better
future.
GRI Boundary:
Sustainability Education and Participation Internal Impact on CIMB Operations as
well as External Impact
With our commitment to positively Lack of buy-in and participation to Mobilise support from all critical INSPIRE:
manage and deliver environmental, implement various sustainability stakeholders for implementation of
social and economic impact, it is programmes and policies. our sustainability plans. • greater buy-in and participation
extremely critical for our network of amongst various stakeholders to
stakeholders, including employees, Scepticism and lack of motivation to Enable partnerships to launch influence sustainable behaviour
partners, suppliers, media amongst contribute to sustainability targets. innovative and multi-sector initiatives. and practices.
others to understand and appreciate
the importance of ‘Sustainable Inconsistent results and negative Institutionalise and reward a multi-
Banking’ practices for creating a impact and credibility issues. stakeholder group of sustainability
better future. As markets mature, champions.
stakeholders will be under pressure
to not just ‘know’ but to also ‘do’ in
terms of concrete action, enabling
organisations to contribute to a
sustainable planet. We need to
continuously inspire and motivate
them to partner us in delivering our
sustainability roadmap.
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SOCIAL
The ever-growing competition and Lack of adequate and quality talent Create a pipeline of talent across LAUNCH:
dynamic market environment are only pool to meet the current and future sectors for succession planning at
increasing the pressure on companies needs of the organisation. various levels of the organisation • initiatives for talent recruitment,
to not just attract the right talent, but (especially for key and executive growth and retention.
to also build and nurture the talent Poor productivity and performance. positions).
to future-proof the organisation and • fair and transparent performance
its business. Effective and efficient Operational disruptions and Emerge as the ‘employer of choice’ in review mechanisms, human rights
mechanisms to manage talent underdelivered services. the region. policies and feedback loops.
acquisition, growth and retention
needs to be put in place for business Enhance market competitiveness • diversity programmes to promote
continuity, productivity, performance through people and service inclusive growth and innovation.
and competitiveness. excellence.
In nurturing growth of our key Poor and often average performance Instill pride in association and INVEST:
stakeholders such as employees, over time due to incompetency and improved performance.
suppliers, and customers, we seek lack of appropriate skills. • in win-win relationships/
to strengthen our partnerships in Enhance productivity and quality partnerships with relevent
improving performance and growing Absence of a sense of belonging and through continuously upskilling and stakeholders to business.
our business. Our efforts to foster the spirit of partnership, affecting reskilling stakeholders.
growth of those associated with us productivity and performance in the • in nurturing and prioritising growth
improves the quality and outcomes long-run. Build trust and loyalty and reduce for all the parties we work with, in
of our collaboration towards common turnover rate. addition to driving profitability.
business objectives. The more we Crisis of trust and loyalty, with high
take interest in the growth of our turnover.
stakeholders, the more we create
shared value.
Financial knowledge will empower Mis-selling or misunderstanding of Integrate underserved and ENABLE:
individuals and businesses to manage products. disadvantaged groups into the
their finances better, improving their mainstream banking system. • financially smart communities.
well-being and quality of life. Similarly, Underutilised/underperforming
financial inclusion will mean an products. Improve financial planning and • financially smart customers and
opportunity to bank the underserved management skills, contributing to employees by educating them
or the ‘unbanked’ communities and Underserved consumers and markets. quality of life. on financial planning for better
demographics towards building a allocation of their investments to
more resilient and financially secure Strengthen stakeholder-brand meet their healthcare, education
population, also contributing to socio- association with financial inclusion, and retirement needs.
economic development. literacy and well-being.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 167
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
SOCIAL
The health, safety and well-being Demotivated employees/suppliers Introduce health, safety and well- INSTITUTIONALISE
of not just our employees, but also being programmes to enhance
our customers and suppliers is Poor productivity and performance productivity and performance. • health, safety and well-being
essential for us to deliver our high- guidelines, assessments, and
quality services seamlessly, without Regulatory sanctions, fines and programmes.
any disruptions to operations, which penalties
could lead to negative impact on • managerial responsibilities to
productivity as well as our overall champion health and safety
business. With a proactive approach, awareness and promote well-
we can enhance our preparedness being.
to manage various issues and
concerns in relation of health, safety • emergency procedures,
and well-being, towards creating an monitoring and measurement as
environment that is conducive to high well as audits.
productivity and performance.
The business case for diversity of Demotivated employees/suppliers Create equitable opportunities and PROMOTE
management teams and innovation as balanced growth.
well as the overall business resilience Poor productivity and performance • diversity policy and programmes
has been long-established. Diversity Encourage diverse ideas for to include all six dimensions of
across multiple disciplines of the Absence of diverse ideas, skills and innovative solutions across customer gender, age, nation of origin,
organisation can foster innovation, motivation for innovation. segments and markets. career path, industry background,
inclusive growth and participative and education.
leadership, with opportunities to Promote local employment by
remove barriers in communication, supporting underserved, but high- • board and senior management
productivity and performance. potential talent. involvement in diversity solutions
Corporate citizenship is one of Perceptions of being a purely Engage employees and inspire ENCOURAGE
the many ways we provide an commercial, profit oriented company responsibility to deploy skills for
opportunity for our internal and that pursues profit at all costs. greater good. • volunteerism with not just
external stakeholders to demonstrate employees, but also partners,
‘responsible behaviour’, with Reputation of being insensitive to the Motivate performance of employees customers, and suppliers (and
positive impact on society and the local environment and communities. by instilling a sense of purpose, while other stakeholders).
environment. It promotes a sense conducting business.
of belonging, accountability, and • CSR practices and policies that
purposeful communications, which in Contribute to positive environmental contribute to EES well-being as
turn motivates meaningful action and and social impact. well as addresses the needs of
improves individual productivity and stakeholders.
organisational performance.
168 A S E A N C A T A L Y S T
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
As a leading financial services provider, we understand our greater responsibility to create positive economic, environmental and social impact, delivering
the promise of better banking and a better future for all our stakeholders. Our key sustainability milestones during the year under review include the
following:
Sustainable Action
Introduced differentiated
financing rates for certified Green
Buildings (residential) and Green
Cars.
Stakeholder Engagement and
Advocacy
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 169
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
ECONOMIC
RM7 billion
in loans approved
for SMEs*
RM2.9 million
invested in
128 financial 8 209
million
literacy Customer
programmes Experience (CX)
1,372 digital
stores from transactions
(since inception Awards
in end 2016)
* (BNM categorisation of SME)
149 merchants
mandated for the
Dynamic QR
Merchant
acquisition under
35 our partnership
with
Customer Journey
Mapping Workshops; Touch ‘n Go
42 over
100%
Lean Six Sigma Projects; of new suppliers
81% 32 230,000 signed ‘Integrity’,
improvement in downloads, with over ‘Anti-Bribery and
Customer Studies conducted; Anti-Corruption
16 key vital
551 1.4 million Pledge’
indicators transactions
Project submissions from employees to
including since the launch of
improve customer experience
customer CIMB EVA 2.0
fulfilment levels (Enhanced Virtual
across core 58.5%
channels, increase in
Assistant)
in December 2016
RM1.2 billion
products and committed spend
systems
CIMB through our supply
chain partners
Clicks mobile
active customers
170 A S E A N C A T A L Y S T
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
ENVIRONMENTAL
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 171
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
SOCIAL
144 Business
Sponsors and RM119 million
99.24% average participation 2,337 and 2.4 million
rate for our mandatory e-Learning Informal Leaders in the ABC hours invested in training
Programme, covering governance, Informal Leaders’ Network to drive and development across
risk, AML, and IFSA training culture transformation initiatives ASEAN
RM75 million
committed to
3D Academy
Programmes to
14,700 participants attended deliver 2 million training
3D Academy’s Future-Ready hours across the Group over
Programmes three years
22 workplaces
across the Group
completed Health
RM33.8 million
and Safety Audit
earmarked to be
disbursed under ASEAN 20,000
Scholarship Programme for staff trained on
Lean Six Sigma
the period 2016-2022
1st and only 770 ‘Tuesday Chats’
ASEAN banking group – popular staff-management
engagement platform
56.4% female workforce listed in the Top 100 extended to Group
and 44.1% women of the Thomson Reuters’ Management Committee’s
representation at senior Diversity and Inclusion (D & I) Index one-downs (GMC-1)
management level 2018 amongst leading global companies
172 A S E A N C A T A L Y S T
S U S T A I N A B I L I T Y S T A T E M E N T
Sustainability Statement
“The Foundation aims to empower communities and change lives for the better.
From education to healthcare; from sports to environment; our efforts are
focussed on supporting the disadvantaged, underserved, and under privileged
communities across ASEAN. We believe our long-term investments in community
coupled with the formidable force to do good by our people will help improve
economic well-being and reduce social inequalities”
Dato' Hamidah Naziadin
CEO, CIMB Foundation
OUTPUTS: OUTPUTS:
Beneficiaries : 757,413 people Beneficiaries : 57,413 people
CIMB Volunteers : 7,254 CIMB Volunteers : 2,734
Projects : 1,157 Projects : 195
Partners : 338 Partners : 79
15 projects; RM931,174
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 173
H I G H L I G H T S A N D A C H I E V E M E N T S
REGIONAL
NOTABLE DEALS
174 A S E A N C A T A L Y S T
H I G H L I G H T S A N D A C H I E V E M E N T S
Islamic Development Bank Genting Malaysia Berhad IDR2.0 trillion Senior Debt via 4th
Shelf Registration Programme
USD1.25 billion Trust Certificate RM3.0 billion Medium Term Notes Phase III of IDR12.0 trillion
Issuance Programme
SAJ Capital Sdn Bhd
IDR1,500 billion Senior Bonds via
RM650.0 million Sukuk Murabahah 4th Shelf Registration Programme
guaranteed by Ranhill Holdings Tranche V of IDR12.0 trillion
Berhad
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 175
H I G H L I G H T S A N D A C H I E V E M E N T S
176 A S E A N C A T A L Y S T
H I G H L I G H T S A N D A C H I E V E M E N T S
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 177
H I G H L I G H T S A N D A C H I E V E M E N T S
NOTABLE
ACHIEVEMENTS
THE ASSET TRIPLE A COUNTRY THE ASSET TRIPLE A ASIA • Best Sovereign Bond Deal & THE BANKER INVESTMENT
AWARDS 2018 INFRASTRUCTURE AWARDS 2018 Best Islamic Finance Deal in BANKING AWARDS 2018
Southeast Asia 2018
• Best brokerage – Indonesia • Social Infrastructure Deal of the • Most Innovative Investment
• Best Wakalah Deal in Southeast
• Best local currency bond Year – Malaysia Bank for Islamic Finance
Asia 2018
– Indonesia • Telecom Deal of the Year
• Best Inaugural Green Bond in
• Best brokerage – Malaysia – Malaysia CIPS SUPPLY MANAGEMENT
Southeast Asia 2018
• Transport Deal of the Year AWARDS 2018 ASIA
• Best corporate and institutional • Best Small-Cap Equity Deal in
adviser – Domestic – Malaysia – Malaysia (Highly Commended)
Southeast Asia 2018 • Overall Winner – CIPS
• Best equity adviser – Malaysia • Utility Deal of the Year – Procurement and Supply Team
Malaysia of the Year
• Best M&A – Malaysia FINANCEASIA ACHIEVEMENT
• Renewable Energy Deal of the AWARDS 2018 • Best Process Improvement
Year – Thailand Initiative
2018 GLOBAL PRIVATE BANKING
• Best Islamic Finance House in
AWARDS
THE ASSET TRIPLE A Asia
CIPS AUSTRALASIA SUPPLY
• Best Private Bank in Malaysia PRIVATE BANKING, WEALTH MANAGEMENT AWARDS 2018
2018 MANAGEMENT, INVESTMENT AND NATIONAL ANNUAL CORPORATE
ETF AWARDS 2018 REPORT AWARDS (NACRA) 2018 • Best Process Improvement
MALAYSIA CMO AWARDS 2018 Initiative
• Best Structured Investment • Most Outstanding Annual
• Best Marketer in Retail & Product – Credit – Thailand Report of the Year – Platinum
THE ASSET TRIPLE A ISLAMIC
Promotions Marketing • Best Structured Investment • Industry Excellence Awards FINANCE AWARDS 2018
• Best Marketer for Data & Tech Product – Equity – Thailand – Finance
Marketing • Best Structured Investment • Inclusiveness and Diversity • Best Islamic Retail Bank
Product – FX – Thailand Reporting Award – Silver – Indonesia
• Best Marketer in Customer
Experience Marketing • Best Structured Investment • Best Designed Annual Report • Best Islamic Investment Bank
Product – Rates – Thailand – Gold – Asia Pacific
ASIAN LOCAL CURRENCY BOND • Best Structured Investment • Best Islamic Investment Bank
BENCHMARK REVIEW 2018 Product – Rates – Indonesia IFR ASIA AWARDS 2018 – Malaysia
• Best Structured Investment • Sukuk Adviser of the Year
• Top Arranger – Indonesia • Malaysia Bond House – Asia Pacific
Product – Multi-asset –
(Rank 3) Malaysia • Best Quasi-Sovereign Sukuk
• Top Bank in Corporate Bonds ISLAMIC BANKING & FINANCE
• Best Government-Guaranteed
– Indonesia (Rank 4) AWARDS SEA 2018
THE ASSET TRIPLE A TREASURY, Sukuk
• Best Individual – Indonesia TRADE, SUPPLY CHAIN AND RISK • Fastest Growing Islamic Bank • Best Corporate Hybrid Sukuk
(Rank 4) MANAGEMENT AWARDS 2018
• Best Investment Bank • Best Retail Sukuk
• Best Individual – Indonesia
(Highly Commended) • Best in Treasury and Working • Best Sukuk Arranger • Best Islamic Deal – Cambodia
Capital – SMEs – Malaysia • Best Islamic Deal – China
• Top Investment House –
Malaysia (Rank 1) • Best Service Provider – Cash ALPHA SOUTHEAST ASIA 12TH • Best Islamic Deal – Hong Kong
Management – Malaysia ANNUAL BEST FINANCIAL
• Top Bank in Corporate Bonds • Best Islamic Deal – Indonesia
• Best Cash Management INSTITUTION AWARDS 2018
– Malaysia (Rank 1)
Solution – Malaysia
• Top Arranger – Malaysia • Best Equity House - Malaysia
(Rank 1) • Best Service Provider –
E-Solutions Partner– Indonesia • Best Institutional Broker
• Top Bank in Research – – Indonesia
Malaysia (Rank 2) • Best Retail Broker - Indonesia
ALPHA SOUTHEAST ASIA BEST
• Top Bank in Govt Bonds DEAL & SOLUTION AWARDS 2018 • Best Islamic Finance Retail
– Malaysia (Rank 3) Bank – Malaysia
• Most Astute Investor – Malaysia • Best Social Impact Islamic • Best Islamic Finance
(Rank 1) Finance Institution in Asia 2018 Commercial Bank – Malaysia
• Best Individual Research • Best Bond House is Southeast • Best Sukuk & Islamic Finance
Malaysia (Rank 4) Asia 2018 Investment Bank – Malaysia
• Best Individual Sales Malaysia • Best Deal in Southeast Asia
(Rank 4) 2018 ASIAMONEY BEST BANK AWARDS
• Best Individual Sales Malaysia • Most Innovative Bond Deal in 2018
(Highly Commended) Southeast Asia 2018
• Best High Yield Local Bond • Best Corporate and Investment
Deal in Southeast Asia 2018 Bank – Malaysia
• Best Bank for SMEs – Malaysia
178 A S E A N C A T A L Y S T
H I G H L I G H T S A N D A C H I E V E M E N T S
CORPORATE EVENT
HIGHLIGHTS
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 179
H I G H L I G H T S A N D A C H I E V E M E N T S
26 April 2018, 61st Annual General Meeting, 30 June 2018, CIMB Hari Raya Open House
Connexion@Nexus, Bangsar South @ Mandarin Oriental Kuala Lumpur
180 A S E A N C A T A L Y S T
H I G H L I G H T S A N D A C H I E V E M E N T S
28 September 2018, Regional Preferred Launch, Four Seasons Hotel, Kuala Lumpur
10 December 2018, PDRM-CIMB, Anti-Cyber Scam Campaign, 6 March 2018, CIMB 1-Minute Home Financing Insta Approval,
Menara MBC Kuala Lumpur Menara Bumiputra Commerce
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 181
H I G H L I G H T S A N D A C H I E V E M E N T S
MEDIA
HIGHLIGHTS
Star BizWeek, 3 March 2018 The Star, 31 March 2018 The Star, 16 November 2018 The Star, 28 July 2018
The Star, 4 December 2018 The Edge Financial Daily, 21 June 2018
Koran Sindo (Indonesia), 8 March 2018 The Edge Financial Daily, 21 May 2018
The Edge Financial Daily, 26 March 2018 Borneo Post (Kuching), 31 July 2018
182 A S E A N C A T A L Y S T
H I G H L I G H T S A N D A C H I E V E M E N T S
Media Highlights
The Edge, Responsible Business 3.0, The Star, 24 September 2018 Malaysian Business, 15 November 2018 The Edge, Responsible Business 3.0,
26 November 2018 26 November 2018
Borneo Post (Kuching), 28 July 2018 New Straits Times, 30 November 2018
Sunday Star, 16 December 2018
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 183
S T A K E H O L D E R I N F O R M A T I O N
SHAREHOLDERS’
STATISTICS
As at 28 February 2019
Non-
Category of Non- Non- Bumi- Bumi-
Shareholders Bumiputra Bumiputra Foreign Bumiputra Bumiputra Foreign putra putra Foreign
1) Individual 8,462 37,641 806 19,532,897 225,098,998 11,785,514 0.20 2.35 0.12
2) Body Corporate
A) Banks/Finance
Companies 83 4 0 2,016,504,678 339,060 0 21.08 0.00 0.00
B) Investments
Trusts/
Foundation/
Charities 1 9 0 14,750 511,248 0 0.00 0.01 0.00
C) Other Types of
Companies 68 465 25 2,568,427,063 49,096,434 21,624,444 26.85 0.51 0.23
3) Government
Agencies/Institutions 5 0 0 29,406,391 0 0 0.31 0.00 0.00
4) Nominees 5,580 3,424 1,576 236,032,755 1,914,147,624 2,471,932,654 2.47 20.01 25.84
5) Trustee 0 0 0 0 0 0 0 0 0
6) Others 0 0 0 0 0 0 0 0 0
Total 14,199 41,543 2,407 4,869,918,534 2,189,193,364 2,505,342,612 50.92 22.89 26.19
Tengku Dato’ Sri Zafrul bin Tengku Abdul Aziz 1,023,457 0.01 – –
Dato’ Lee Kok Kwan 1,266,768 0.01 88,648 –*2
Notes:
*1 Excludes 4,908 shares retained as treasury shares as at 28 February 2019.
*2 Less than 0.01%.
184 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
Shareholders’ Statistics
% of
No. of Issued
Name of Shareholders Shares Held Capital*¹
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 185
S T A K E H O L D E R I N F O R M A T I O N
Shareholders’ Statistics
% of
No. of Issued
Name of Shareholders Shares Held Capital*¹
Total
Note:
*1 Excludes 4,908 shares retained as treasury shares as at 28 February 2019.
186 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
The policies of our business units have been documented, endorsed by the Group Risk Committee (GRC) or its sub-committee(s) and approved by our
Board or Board Risk Committee for implementation across our Group, where relevant. Operational procedures are approved by Group Policy & Procedure
Oversight Committee (GPOC) for implementation. Approved policies and procedures are timely disseminated to affected stakeholders. Reviews and
updates are performed regularly on approved policies, procedures and guidelines. This is done with the intent to ensure continuous improvements in
operational efficiency while taking into consideration the changing industry profile on regulatory requirements, risks and internal control measures for
mitigation, and new products and services.
Listed below are some of the Group’s key policies and procedures:
1. a) Group Administration & Property These documents relate to the administrative operations of the Group and covers the operational policies
Management Malaysia Policy governing procurement, property, maintenance services, security services, logistics, telecommunications,
b) Group Administration & Property insurance and occupational safety and health administration.
Management Malaysia Procedure
2. a) Accounting Policy These documents define the accounting concepts and policies that are consistent with Malaysia Financial
b) Group Finance – Business Reporting Standards and Generally Accepted Accounting Practices.
Finance Advisory & Financial
Reporting Standards Procedures
c) Accounting Procedure – Hedge
Accounting
3. Group Outsourcing Policy This document sets out the framework for all outsourcing of banking operations of the Group in Malaysia in
accordance to regulatory requirements.
4. a) Business Continuity These documents provide the policies and procedures in responding to a disruption, crisis and/or disaster
Management Policy and to resume critical business functions.
b) Business Continuity
Management Procedure
5. Group Corporate Communications This document sets out the framework for the dissemination of information by the Group to its
shareholders, media and other stakeholders. Information given by the Group to the general public shall
always be timely, accurate, relevant and reliable so as to enable a properly informed view of how the Group
is governed, its financial and operational performances, future prospects and key corporate developments.
6. Group Crisis Communications Crises affect organisations in varying degrees and frequency. The challenge for the affected organisation is
Guidelines to manage these crises well in order to get back to the business of running the organisation as quickly as
possible. CIMB Group has a Crisis Communications Guide to aid effective response and communication
with affected stakeholders in a timely and consistent manner. It defines crisis, crisis classification,
escalation procedures, and the establishment of a crisis communication management team and centre.
7. a) Group Data Management Policy These policies and procedures enable a structured approach to the management of data and
Manual dissemination of information throughout CIMB Group. The manual spells out the data governance and
b) Group Data Management management information system frameworks.
Procedure
8. a) Group Anti-Money Laundering/ CIMB Group places importance on, and is committed to establishing an effective internal control system
Counter Financing of Terrorism for AML/CFT in compliance with all related laws, regulations, guidelines and industry best practices. The
Policy Group AML/CFT policies encompasses all reporting institutions of CIMB Group, to ensure consistency in
b) Group Anti-Money Laundering/ managing the AML/CFT compliance. The manual governs the appointment of anti-money laundering
Counter-Financing of Terrorism compliance officers, the monitoring and reporting of suspicious transactions, sanction management,
Procedure record retention, employee training, risk and status reporting to Board and Senior Management and an
independent audit of the internal AML/CFT measures.
9. Recruitment Policy This document sets out the terms of employment for CIMB employees. These include recruitment terms
such as emolument, retirement, working days and hours, office wear, conduct and discipline. The
handbook sets out employment benefits including allowances and claims, medical benefits, benefits-in-
kind, leave, and employee loans.
10. Risk Management of Travel Policy This document addresses flight travel for staff in order to minimise the potential risks to CIMB Group in
terms of continuity of leadership and operations. The policies cover senior management, staff at
department levels and staff in general.
11. Policy & Procedure on Fit and This document sets out the procedures on Fit and Proper assessment for key responsible persons who are
Proper Criteria For Key Responsible accountable or responsible for the management and oversight of the entities in the Group regulated by
Persons Financial Services Act 2013, Islamic Financial Services Act 2013 and Insurance Act 1996. These comprise
Directors, members of the Shariah Committee, Chief Executive Officers/Executive Directors, any person
performing a senior management function who has the primary or significant responsibility for the
management and performance of significant business activities; and any person who has primary or
significant responsibility of key control functions.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 187
S T A K E H O L D E R I N F O R M A T I O N
12. Staff Rejuvenation Programme This document sets out the rules and guidelines to allow staff to take a break from work without any loss in
service or disadvantage in career progression.
13. HR Policy on Staff Volunteerism This document sets out the rules and guidelines to encourage staff to volunteer for CSR activities funded
by CIMB Foundation. The policies provide recognition of time spent by staff on CSR activities. This is part
of CIMB Group’s effort to enhance community projects by contributing expertise, energy, enthusiasm and
efforts of staff. Seven days of volunteering entitles staff to one day of annual leave in the following year.
14. Staff Welfare Fund The Staff Welfare Fund is established to provide financial assistance to our staff and their family members
to cope with high medical expenses, as a result of being involved in an accident or due to serious illness.
The fund is also used to assist in loss/damage of property due to natural disasters e.g. fire/flood.
15. Sexual Harassment Policy & These documents set out the policies and guidelines to maintain a working environment which is free of
Guidelines sexual coercion and annoyance. CIMB Group is committed to ensure that all employees are protected from
harassment of any kind and in particular from sexual harassment. The policy covers all CIMB Group
employees including contract and temporary employees.
16. Whistle Blowing Policy This document is in place to ensure CIMB Group has a disciplined and professional workforce. Under this
policy, employees are required to promptly report incident of wrongdoings, malpractices or irregularities at
their workplace to the Management for immediate rectification and action and the Management is
committed to ensure strict confidentiality and will not only protect the identity of the complainants and will
also protect the complainant from any harassment and victimisation at work due to the disclosure.
17. Anti Bribery and Corruption Policy This document sets out policy matters relating to the prevention of bribery and corruption, and sets out the
responsibilities of Group employees and associated persons working for and on behalf of the Group, in
observing and upholding the Group’s position on anti-bribery and corruption.
18. Global Employee Mobility Policy This document sets out the terms, benefits and guidelines for CIMB employees deployed on regional
secondments. This is part of CIMB Group’s effort to encourage movement of talent across borders for
business and/or talent development purposes.
19. a) Group Conflict Management & These documents consolidated the Group Chinese Walls Policy and Procedures and the Group Conflict
Chinese Wall Policy Management Policy and Procedures.
b) Group Conflict Management &
Chinese Wall Procedure The revised policy is to prescribe standards, outline the requirements and provide guidance to ensure
processes and controls are in place in order to identify and manage any conflict or when potential conflict
of interest situation arises.
The Personal Account Dealing (PAD) sections that were previously provided by the Group Conflict
Management Policy and Procedures remain valid until the new standalone PAD Policy and Procedures is
approved.
20. a) Shariah Advisory and Board These documents define and explain the overall framework applicable to the Islamic businesses of CIMB
Shariah Committee Secretariat Group so that they can be conducted in the most effective manner and in line with the Shariah and the
Policy regulations of Bank Negara Malaysia (BNM), Securities Commission (SC), the rulings of both Shariah
b) Shariah Advisory and Board Advisory Councils of BNM and SC (SAC) and the rulings of Group Shariah Committee. Wherever
Shariah Committee Secretariat appropriate, reference will also be made to the Shariah rulings issued by the Shariah authorities in other
Procedure jurisdictions such as Dewan Shariah Nasional, Majelis Ulama Indonesia (DSN-MUI), the Shariah Committee
at Authoriti Monetari Brunei Darussalam etc. based on the jurisdictional and locality requirements
applicable to regional Islamic businesses of CIMB Group.
21. a) Group T&M – General Policy These documents define the policies and procedures on activities carried out by Treasury & Markets
b) Group T&M – General Procedure department in relation to the Group’s markets, sales and trading businesses in interest rates, credit, foreign
exchange, commodities, equities and their derivatives, debt capital markets, fixed income investments,
and treasury and funding operations for the Group.
22. a) Fraud Management Policy These documents provide the policies and procedures on the escalation of any incidence of fraud that is
b) Fraud Management Procedure suspected/committed within or against CIMB Group, including its subsidiaries.
23. a) IT Infrastructure and Service These documents govern all aspects of information technology within the Group and provides
Policy Management with direction and support in accordance with relevant laws, regulations and business
b) Disaster Recover Policy requirements. It is designed to increase adherence to regulatory and internal requirements and ensures
c) IT General Control Policy consistency in the Group’s standards of operations and practices whilst at the same time facilitating
d) Information Security Policy sharing of information across the Group and improved controls across the Group when managing
(E-Banking, Digital & Internet information technology. These are global best practices and in accordance with global standards such as
Application Policy + Cyber COBIT, ITIL, CMMi, ISO etc. This document has been standardised across the Region to facilitate a
Security Policy + Information Regional Operating Model.
Security Policy)
e) Group System Development
Policy
f) End User Computing Policy
(Desktop & Mobility)
g) Bring Your Own Device (BYOD)
Policy
h) IT Service Management Policy
i) IT Project Management Policy
188 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
24. a) IT Risk Management Policy These documents provide a consistent and unified approach for developing and improving information risk
b) IT Risk Management Procedure management within the Group’s business operations. It comprises of a systematic method to identify,
analyse, evaluate, treat, monitor and communicate information risks associated with any activity, function
or process, thereby enabling the Group to minimise its losses.
25. a) Group Compliance Policies These documents are to establish a compliance programme framework to ensure compliance with relevant
b) Group Compliance Procedures laws, regulations, rules, related self-regulatory organisation standards, and codes of conduct applicable to
its regulated and licenced activities that govern the overall working of the business and support units
within CIMB Group.
26. a) Group Competition Law Policy The Malaysian Competition Act came into force in 2012 and has changed the business landscape in
b) Group Competition Law Malaysia and affected the way all Malaysian businesses operate. The Competition Law Manual provides an
Procedure overview of the Competition Act and guides all business units within the Malaysian banking entities of
CIMB Group to familiarise and understand the competition laws of Malaysia. It is a general guide on
anti-competitive conduct, anti-competitive agreements and compliance reporting of any violations or
breach of the Malaysian Competition Act.
27. Group Liquidity Risk Management This is the primary reference document on matters relating to the key principles for the liquidity risk
Policy management framework of banking entities within CIMB Group. The policy sets out key approaches and
critical areas for an integrated liquidity risk management process including liquidity risk strategies,
management oversight, roles and responsibilities of various divisions/departments, risk controls and
monitoring procedures to ensure that the Group has sufficient liquidity to meet its obligations as they fall
due.
Group’s contingency funding plan is in place to alert and to enable the management to act effectively and
efficiently during a liquidity crisis and under adverse market conditions.
28. Group Reputation Risk Policy The policy sets out the Group’s approach to identifying and managing its reputation risks within board set
appetite. The policy leverages off existing Operational Risk Management tools and provides additional
oversight and monitoring through a Group Reputation Risk Committee.
29. Group Credit Risk Policy (with These documents set out the broad Credit and Financing Policies, applicable to the CIMB Group
Islamic addendum) Conventional and Islamic Banking businesses, with the purpose to establish the discipline for orderly
extension of credit and financing activities.
30. a) CIMB Group Personal Data These documents outline the requirements of the Personal Data Protection Act 2010 (PDPA) and is
Protection Policy intended to assist CIMB Group in meeting its statutory responsibilities as detailed in the PDPA. It serves as
b) CIMB Group Personal Data a general guide to the PDPA and CIMB Group’s related processes and obligations to ensure that all staff
Protection Procedure within the relevant entities/divisions of the Group in Malaysia is familiar with, understand and comply with
the personal data protection laws of Malaysia.
31. a) Group Shariah Review Policy These documents define and explain the overall Shariah compliance review framework applicable to the
b) Group Shariah Review Islamic banking and finance businesses of CIMB Group to ensure Shariah compliance and handle Shariah
Procedure non-compliance events.
32. CIMB Group Enterprise-Wide Risk This describes the policies, guidelines and methodologies for managing risk across the Group. It provides
Management (EWRM) Framework guidance to the risk management teams towards achieving a common platform and consistent approach
to risk management across the Group; provides an overview of each identified risk to promote clear and
accountable risk management processes; and facilitates readiness and compliance to Bank Negara
Malaysia and other regulatory requirements.
33. Group Market Risk Policy This policy prescribes a consistent Group-wide framework to manage market risk across all CIMB entities.
It serves as a primary reference document for the Group in establishing a sound operating environment for
market risk activities that is consistent with the governance and control standards of the Group Risk
Appetite Statement.
34. Group Operational Risk This policy sets out the Group’s approach to managing operational risk. The policy sets out the tools used
Management Policy by the first line of defence to identify, assess, manage and report their operational risks within Board set
risk appetite levels.
35. Group Interest Rate Risk/Rate of This is the Group’s primary reference document on the key principles for the interest rate risk management
Return In Banking Book Policy for the non-traded books. This policy also sets out the approving authority of risk policies, Board and
management oversight, roles and responsibilities of divisions/departments, risk measurement
methodologies, risk controls, monitoring and reporting procedures to ensure that the interest rate risk
arising from the Group operations is properly identified, measured, monitored and managed over a range
of potential changing interest rate environments including stress conditions.
36. CIMB Group Shariah Risk This articulates the objectives, mission, guiding principles, governance structure as well as methodology
Management Policy and approach adopted by the Group in managing Shariah Non-Compliance risk.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 189
S T A K E H O L D E R I N F O R M A T I O N
37. Group Credit Risk Policy This Policy sets out the credit risk guiding principles for application across the Group to ensure
consistency in its credit risk management activities.
38. Group New Product Approval This Policy sets out a consistent framework to risk manage the launch of new products. New products will
Procedure be subjected to a robust internal approval process that requires objective review and appropriate senior
management sign off before they are offered to customers or investors.
39. Group Retail Credit/Financing Policy This Policy is an overarching group policy which governs the credit aspects of Retail lending business. It
applies to major retail lending products such as Property Financing, Vehicle Financing, Credit Cards and
other revolving credit facilities, secured and unsecured term financing, for CIMB retail banking in all the
countries where CIMB is present.
40. Internal Capital Adequacy This Policy describes the policies aspects of ICAAP for all entities within CIMB Group. It ensures adequate
Assessment Process (ICAAP) Policy policies are in place for efficient and proper conduct of ICAAP across various divisions within the Group.
The Policy also sets out the key ICAAP requirements which include assessing the risk profile of the bank,
assessing capital adequacy, monitoring compliance with regulatory requirement on capital adequacy,
reporting to management and regulator on ICAAP and ICAAP governance and independent review.
41. a) Group Delegated Authority These documents set out the nature and extent of the authority formally delegated from the CIMB Group
Policy Holdings Berhad’s Board of Directors. The contents cover both financial approval and document
b) Group Delegated Authority execution. This policy does not apply to delegated credit and human resource authorities which are
Procedure covered separately by the respective Divisions’ policies.
42. Group Internal Audit Policy Manual This document sets out the policies, strategies and detailed procedures of GIAD in order to deliver an
efficient and effective internal audit service (including investigation) in congruence with the goals of the
CIMB Group of Companies.
43. a) Group Entity Governance Policy These documents are developed to put in place the minimum governance requirements for entities across
b) Group Entity Governance the Group in terms of:
Procedure • Directors’ and Responsible Officers’ requirements, roles and responsibilities
• Management accountability
• Committee structure and oversight
• Adherence to Group Policies and Procedures
• Inter-entity Service Level Agreements
• Adherence to the Group Financial Booking Governance
• Financial Delegation of Authority
The Policy sets out how subsidiaries, joint-venture entities, associates and the like are governed by its
parent and the apex entity, through (i) how the entities communicate with each other and (ii) the
implementation of controls that are dependent on the entities’ categorisation.
44. a) Group Customer Experience These documents set out the standard framework and mechanism when dealing with customers’
Management – Complaints complaints regionally in accordance with regulatory and CIMB Group standards. This is to ensure prompt
Handling Policy Manual and constructive responses are given to Customer which in turn will build customer loyalty and confidence
b) Group Customer Experience towards CIMB Group.
Management – Complaints
Handling Procedure Manual
45. a) CIMB Group Customer Exit These documents provide a common customer exit handling standards which are to be adhered to by all
Handling Policy relevant business units and/or departments within CIMB Group entities, in order to effectively safeguard
b) CIMB Group Customer Exit the reputation of the franchise and to mitigate associated negative impacts.
Handling Procedure
46. a) Group Customer Experience These documents are established in line with BNM’s Market Conduct and Consumer Empowerment
Management – Treating standards. It aims to inculcate the Treating Customers Fairly principles into the corporate culture of CIMB
Customers Fairly Policy Manual Group.
b) Group Customer Experience
Management – Treating It states the guidelines to be applied in managing and working towards fair treatment of customers and
Customers Fairly Procedure sets out the principles to ensure CIMB Group of employees comply with internal Treating Customers Fairly
Manual requirements.
47. a) Disclosure of Customer These documents describe the broad principles on disclosure of customer documents or information to
Information to Law Enforcement law enforcement agency(ies) with the purpose to facilitate the investigation or prosecution by law
Agency Policy Manual enforcement agency(ies). It is established to provide a clear guidance on the circumstances that a
b) Disclosure of Customer disclosure of customer documents or information is permitted and the method of such disclosure is to be
Information to Law Enforcement released to the Law Enforcement Agency. This is to ensure compliance with the guidelines issued by BNM
Agency Procedure Manual on disclosure of customer information.
190 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
TOP 10 PROPERTIES OF
CIMB GROUP
MENARA CIMB 40 storey office building with 6 Freehold n/a 4 700,000,000 2015 Nov-17
1 Jalan Stesen Sentral 2 storey of basement car park.
Kuala Lumpur Sentral Building majority occupied by
50470 Kuala Lumpur CIMB Group of companies with
Malaysia partial lower zone leased out to
3rd party.
CIMBTHAI 25 storey office building with 1 Freehold n/a 19 265,330,926 1999 Sep-16
Langsuan Building basement level. Premises
44 Langsuan Road, Lumpini occupied by CIMB Thai Bank
Patumwan, Bangkok 10330 (Head Office Branch), CIMB Thai
Bank’s division offices and
subsidiary company offices.
WISMA CIMB 7 storey office building together Freehold n/a 11 122,728,842 2018 Aug-17
No. 11, Jalan 4/83A with 3 levels of basement car
Off Jalan Pantai Baru park. Building majority occupied
59200 Kuala Lumpur by CIMB Bank with Ground floor
leased out to 3rd party.
Menara Sentraya 41 storey office building, CIMB Freehold n/a 2 108,555,772 2015 Jan-16
Lt. 28, 29, 30, 31, 32 Niaga owned 5 storey.
Jl. Iskandarsyah
No. 2 Melawai Blok M
Jakarta Selatan
Wisma CIMB Niaga 11 storey office building used as Leasehold 5 28 68,872,030 2001 Jan-16
Jl. Gatot Subroto CIMB Niaga Head Office and expiring on
No. 2 Bandung some floors are rented to 3rd 6 December
party. 2023
Jl. Gajah Mada 18 3 storey office building used as Leasehold 18 28 48,943,616 2006 Jan-16
Jakarta Pusat CIMB Niaga Head Office and expiring on
Branch. 17 January
2036
CIMB Niaga Lippo Cikarang 8 storey office building used as Leasehold 5 26 46,753,768 2012 Jan-16
Jl. MH Thamrin Lippo CIMB Niaga Head Office and expiring on
Cikarang some floors are rented to 3rd 5 May 2023
party.
Synergy Building 20 storey office bulding, CIMB Leasehold 6 7 35,108,170 2014 Jan-16
Jl. Sutera Barat Kav 17 Niaga owned 7 Floors (GF, UG, expiring on
Alam Sutera, Serpong 1st, 2nd, 3rd, 5th, 6th), used as 3 April 2024
Tangerang, Banten CIMB Niaga Branch and Head
Office business support.
CIMB Niaga Kebon Sirih CIMB Niaga Branch premises. Leasehold 13 34 30,830,545 2003 Jan-16
Jl. Kebon Sirih 33 expiring on
Jakarta Pusat 22 August
2031
Jl. Ir H Juanda CIMB Niaga Branch premises. Leasehold 23 7 26,687,689 2011 Jan-16
No. 165, Lebak, Bandung expiring on
14 July 2041
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 191
S T A K E H O L D E R I N F O R M A T I O N
CORPORATE
INFORMATION
As at 1 March 2019
Datuk Mohd Nasir Ahmad Ahmad Zulqarnain Che On Robert Neil Coombe Ahmad Zulqarnain Che On
Dato’ Mohamed Ross Mohd Din Teoh Su Yin Sheikh Associate Professor Dr Sheikh Professor Dr Yousef bin
Chairperson/Independent Director Senior Independent Director Shafaai Musa Abdullah Al Shubaily
(Redesignated as Chairperson on (Appointed on 23 January 2019)
20 October 2018) Sheikh Professor Dr Mohammad Sheikh Dr Nedham Yaqoobi
Glenn Muhammad Surya Yusuf Hashim Kamali
Datuk Mohd Nasir Ahmad
Independent Director Associate Professor Dr Aishath
Independent Director (Retired on 23 January 2019) Muneeza
(Redesignated as Member on 20 October
2018)
192 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
Corporate Information
Level 13, Menara CIMB Tengku Dato’ Sri Zafrul Tengku Samir Gupta
Jalan Stesen Sentral 2 Abdul Aziz Chief Executive Officer,
Kuala Lumpur Sentral Group Chief Executive Officer Group Consumer Banking
50470 Kuala Lumpur Country Head, Malaysia
Malaysia Chief Executive Officer/ Victor Lee Meng Teck
Tel: 603-2261 0085 Executive Director, Chief Executive Officer,
CIMB Bank Berhad Group Commercial Banking
Fax: 603-2261 0099
Chief Executive Officer,
Website: www.cimb.com Tigor M. Siahaan Group Transaction Banking
Country Head, Indonesia
Investor Relations: ir@cimb.com President Director & Effendy Shahul Hamid
Senior Independent Director: cimbSID@cimb.com Chief Executive Officer, Chief Executive Officer,
PT Bank CIMB Niaga Tbk Group Ventures & Partnerships
Social media: www.facebook.com/CIMBMalaysia
www.twitter.com/CIMB_Assists Kittiphun Anutarasoti Omar Siddiq
www.instagram.com/cimbmalaysia/
Country Head, Thailand Group Chief Operating Officer
www.linkedin.com/company/cimb
President & Chief Executive Officer,
CIMB Thai Bank PCL Dato’ Hamidah Naziadin
Group Chief People Officer
Mak Lye Mun
REGISTRAR Chief Executive Officer,
Country Head, Singapore CIMB Foundation
Chief Executive Officer,
Boardroom Share Registrars Sdn Bhd (Company No.: 378993-D) CIMB Bank, Singapore Gurdip Singh Sidhu
(formerly known as Symphony Share Registrars Sdn Bhd)
Level 6 Symphony House Group Chief Strategy &
Rafe Haneef
Pusat Dagangan Dana 1 Design Officer
Chief Executive Officer,
Jalan PJU 1A/46
Group Islamic Banking David Richard Thomas
47301 Petaling Jaya
Chief Executive Officer/
Selangor Darul Ehsan Group Chief Risk Officer
Executive Director,
Malaysia
CIMB Islamic Bank Berhad
Kwan Keen Yew
Helpdesk: +603-7849 0777
Shahnaz Jammal Group Chief Legal &
Fax No.: +603-7841 8151/8152/8100 Compliance Officer
Chief Executive Officer,
E-mail address: BSR.Helpdesk@boardroomlimited.com Group Wholesale Banking
AUDITORS
GROUP FINANCE
PricewaterhouseCoopers
Level 10, 1 Sentral, Jalan Travers
Khairul Rifaie
Kuala Lumpur Sentral
PO Box 10192 Group Chief Financial Officer
50706 Kuala Lumpur
Listed on Main Market of Bursa Malaysia Securities Berhad since Amran Mohamad
3 November 1987 Group Chief Internal Auditor
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 193
S T A K E H O L D E R I N F O R M A T I O N
GROUP CORPORATE
DIRECTORY 2018
CIMB GROUP HOLDINGS BERHAD CIMB BANK BERHAD CIMB BANK PLC
CIMB INVESTMENT BANK BERHAD LONDON BRANCH 20AB, Corner Preah Norodom
Level 13, Menara CIMB Boulevard & Street 118
Ground Floor
Jalan Stesen Sentral 2 Sangkat Phsar Chas
27, Knightsbridge
Kuala Lumpur Sentral Phnom Penh 12203
London SW1X 7LY
50470 Kuala Lumpur Kingdom of Cambodia
United Kingdom
Malaysia Tel : 855 23 988 388
Tel : 44 0 20 7201 3150
Tel : 603 2261 8888 Fax : 855 23 988 099
Fax : 44 0 20 7201 3151
Fax : 603 2261 8899 Website : www.cimbbank.com.kh
Website : www.cimb.com
Website : www.cimb.com
CIMB INVESTMENT BANK BERHAD
CIMB BANK BERHAD
CIMB BANK BERHAD BRUNEI BRANCH
CIMB ISLAMIC BANK BERHAD SHANGHAI BRANCH
14th Floor, PGGMB Building
Menara Bumiputra-Commerce Unit 1805-1807, AZIA Center
Jalan Kianggeh
11, Jalan Raja Laut 1233, Lujiazui Ring Road
Bandar Seri Begawan BS8111
50350 Kuala Lumpur Pudong New District
Brunei Darussalam
Malaysia Shanghai 200120
Tel : 673 224 1888
Tel : 603 2619 1188 China
Fax : 673 224 0999
Fax : 603 2619 2288 Tel : 86 21 2026 1888
Website : www.cimb.com
Website : www.cimb.com Fax : 86 21 2026 1988
Website : www.cimb.com
CGS-CIMB SECURITIES INTERNATIONAL
TOUCH ‘N GO SDN. BHD.
PTE. LTD.
Tower 6, Avenue 5 CIMB BANK BERHAD
#16-02, Singapore Land Tower
Bangsar South HONG KONG BRANCH
50, Raffles Place 048623
No. 8, Jalan Kerinchi
25th Floor, Gloucester Tower Singapore
59200 Kuala Lumpur
The Landmark Tel : 65 6225 1228
Malaysia
15 Queen’s Road, Central Fax : 65 6225 1522
Tel : 603 2714 8000
Hong Kong Website : www.cimb.com
Fax : 603 2714 8001
Website : www.touchngo.com.my Tel : 852 2586 7288
Fax : 852 2556 3863 CIMB HOWDEN INSURANCE BROKERS
Website : www.cimb.com SDN. BHD.
PT BANK CIMB NIAGA TBK
Level 15, Menara Bumiputra-Commerce
Graha CIMB Niaga CIMB THAI BANK PCL 11, Jalan Raja Laut
16th Floor, JI. Jend Sudirman Kav. 58
VIENTIANE BRANCH 50350 Kuala Lumpur
Jakarta 12190
Malaysia
Indonesia 010, Lanexang Avenue Tel : 603 2619 1188
Tel : 6221 250 5252 Unit 2, Ban Hatsadi Fax : 603 2692 3396
Fax : 6221 252 6749 Chanthabury District Website : www.cimb.com
Website : www.cimbniaga.com Vientiane, Lao PDR
Tel : 856 21 255 355 CIMB TRUST LIMITED
CIMB THAI BANK PUBLIC COMPANY LIMITED Fax : 856 21 255 356
Website : www.cimbthai.com Level 14(A), Main Office Tower
44, Langsuan Road
Financial Park Labuan
Lumpini, Pathumwan
CIMB BANK (L) LIMITED Jalan Merdeka
Bangkok 10330
CIMB BANK BERHAD 87000 W P Labuan
Thailand
Malaysia
Tel : 662 638 8000/662 626 7000 LABUAN OFFSHORE BRANCH Tel : 6087 414 252
Fax : 662 657 3333
Level 14(A), Main Office Tower Fax : 6087 411 855
Website : www.cimbthai.com
Financial Park Labuan Website : www.cimb.com
CIMB BANK BERHAD Jalan Merdeka
87000 W P Labuan CIMB ISLAMIC TRUSTEE BERHAD
SINGAPORE BRANCH CIMB COMMERCE TRUSTEES BERHAD
Malaysia
#09-01, Singapore Land Tower Tel : 6087 597 500 Level 21, Menara CIMB
50, Raffles Place 048623 Fax : 6087 597 501 Jalan Stesen Sentral 2
Singapore Website : www.cimb.com Kuala Lumpur Sentral
Tel : 65 6337 5115 50470 Kuala Lumpur
Fax : 65 6337 5335 Malaysia
Website : www.cimb.com Tel : 603 2261 8888
Fax : 603 2261 8899
Website : www.cimb.com
194 A S E A N C A T A L Y S T
S T A K E H O L D E R I N F O R M A T I O N
CIMB FOUNDATION
Level 17, Menara CIMB
Jalan Stesen Sentral 2
Kuala Lumpur Sentral
50470 Kuala Lumpur
Malaysia
Tel : 603 2261 8888
Fax : 603 2261 8889
Website : www.cimbfoundation.com
1008, Level 10
Sakura Tower, Kyauktada Township
Yangon, Myanmar
Tel : 951 255 430
Fax : 951 255 430
Website : www.cimb.com
Plot No.C-59
G – Block, Platina, Office No.603A
6th Floor, Bandra Kurla Complex Bandra (East)
Mumbai 400051
Tel : 91 22 6671 1570/91 80 9700 1570
Website : www.cimb.com
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 195
A G M I N F O R M A T I O N
NOTICE OF
ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 62nd Annual General Meeting of CIMB Group Holdings Berhad
(“CIMB” or “the Company”) will be held at the Grand Ballroom, First Floor, Sime Darby Convention
Centre, 1A Jalan Bukit Kiara 1, 60000 Kuala Lumpur, Malaysia, on Monday, 22 April 2019 at
10.00 a.m. to transact the following businesses, with or without modifications:
AS ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the financial year ended 31 December 2018 and the Reports of the
Directors and Auditors thereon.
2. To re-elect the following Directors who retire pursuant to Article 81 of the Company’s Constitution:
2.1 Datuk Mohd Nasir Ahmad Ordinary Resolution 1
2.2 Robert Neil Coombe Ordinary Resolution 2
3. To re-elect Afzal Abdul Rahim who retires pursuant to Article 88 of the Company’s Constitution. Ordinary Resolution 3
4. To approve the payment of Non-Executive Directors’ Remuneration with effect from the 62nd Annual General Meeting
until the next Annual General Meeting of the Company. Ordinary Resolution 4
5. To re-appoint Messrs. PricewaterhouseCoopers as Auditors of the Company for the financial year ending 31 December
2019 and to authorise the Board of Directors to fix their remuneration. Ordinary Resolution 5
AS SPECIAL BUSINESS
6. Proposed Renewal of the Authority for Directors to Allot and Issue Shares.
“THAT pursuant to Section 76 of the Companies Act, 2016, the Directors be and are hereby given full authority to allot
and issue shares in the Company, at any time and upon such terms and conditions and for such purposes as the
Directors may, in their absolute discretion, deem fit, provided that the aggregate number of shares issued pursuant to
this resolution in any one financial year does not exceed 10% of the issued capital of the Company for the time being
AND THAT the Directors be and are hereby given full authority to obtain approval for the listing of and quotation for the
additional shares so issued on the Bursa Malaysia Securities Berhad AND THAT such authority shall continue in force
until the conclusion of the next Annual General Meeting of the Company or at the expiry of the period within which the
next Annual General Meeting is required to be held in accordance with the provisions of the Companies Act, 2016,
whichever is the earlier.” Ordinary Resolution 6
7. Proposed Renewal of the Authority for Directors to Allot and Issue New Ordinary Shares in the Company (CIMB Shares)
in Relation to the Dividend Reinvestment Scheme that provides the Shareholders of the Company with the Option to
Elect to Reinvest Their Cash Dividend Entitlements in New Ordinary Shares in the Company (DRS).
“THAT pursuant to the DRS approved at the Extraordinary General Meeting held on 25 February 2013 and renewed at
the Annual General Meeting held on 26 April 2018, approval be and is hereby given to the Company to allot and issue
such number of new CIMB Shares for the DRS until the conclusion of the next Annual General Meeting, upon such terms
and conditions and to such persons as the Directors may, in their absolute discretion, deem fit and in the interest of the
Company PROVIDED THAT the issue price of the said new CIMB Shares shall be fixed by the Directors at not more than
ten percent (10%) discount to the adjusted 5-day volume weighted average market price (VWAMP) of CIMB Shares
immediately prior to the price-fixing date, of which the VWAMP shall be adjusted ex-dividend before applying the
aforementioned discount in fixing the issue price and not less than the par value of CIMB Shares at the material time;
AND THAT the Directors and the Secretary of the Company be and are hereby authorised to do all such acts and enter
into all such transactions, arrangements and documents as may be necessary or expedient in order to give full effect to
the DRS with full power to assent to any conditions, modifications, variations and/or amendments (if any) as may be
imposed or agreed to by any relevant authorities or consequent upon the implementation of the said conditions,
modifications, variations and/or amendments, as they, in their absolute discretion, deem fit and in the best interest of the
Company.” Ordinary Resolution 7
196 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
i. the conclusion of the next Annual General Meeting of the Company in 2020 at which time such authority shall lapse
unless by ordinary resolution passed at that meeting, the authority is renewed, either unconditionally or subject to
conditions;
ii. the expiration of the period within which the next Annual General Meeting after that date is required by law to be
held; or
iii. revoked or varied by ordinary resolution passed by the Shareholders of the Company in a general meeting;
whichever is the earlier but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid
expiry date and, in any event, in accordance with the provisions of the guidelines issued by the Bursa Securities and/or
any other relevant authorities.” Ordinary Resolution 8
9. To transact any other business of which due notice shall have been duly given in accordance with the Companies Act,
2016.
Kuala Lumpur
22 March 2019
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 197
A G M I N F O R M A T I O N
NOTES:
AUDITED FINANCIAL STATEMENTS FOR Dato’ Lee Kok CIMB Bank Berhad
THE FINANCIAL YEAR ENDED Kwan • Director Board Retainer Fee – per annum RM150,000
31 DECEMBER 2018
• Board Risk and Compliance Meeting allowance – per meeting RM5,000
7. This Agenda item is meant for Committee member
discussion only pursuant to the
provisions of Section 340(1)(a) of the Dato’ Mohamed CIMB Islamic Bank Berhad
Companies Act, 2016 and will not be Ross Mohd Din • Chairperson Chairperson’s allowance – per annum RM140,000
put forward for voting.
Board Retainer Fee – per annum RM140,000
• Board Risk and Compliance Meeting allowance – per meeting RM5,000
Committee Member
• Board Investment Committee Meeting allowance – per meeting RM5,000
Member
198 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
The Directors and Officers of AUTHORITY FOR DIRECTORS TO ALLOT AUTHORITY FOR DIRECTORS TO ALLOT
the Group and the Company are AND ISSUE SHARES AND ISSUE NEW ORDINARY SHARES IN
covered by Directors and Officers 11. Resolution 6 is proposed for the RESPECT OF THE DRS
liability insurance for any liability purpose of renewing the general 12. The proposed Resolution 7 will give
incurred in the discharge of their mandate for issuance of Shares by the authority to the Directors to allot and
duties, provided that they have not Company under Section 76 of the issue new ordinary shares in the
acted fraudulently or dishonestly or Companies Act, 2016. If passed, it will Company in respect of the DRS, until
derived any personal profit or give the Directors of the Company the conclusion of the next Annual
advantage. The insurance premium authority to issue ordinary shares in the General Meeting. A renewal of this
paid during the financial year Company at any time in their absolute authority will be sought at the
amounted to RM988,409. discretion without the need to convene subsequent Annual General Meeting.
a general meeting. The authorisation,
Please refer to page 163 of the Notes unless revoked or varied by the AUTHORITY TO PURCHASE OWN
to the Financial Statements for the Company at a general meeting, will SHARES
amount of Directors’ Remuneration at expire at the conclusion of the next
the Group and the Company, for the 13. Resolution 8, if passed, will authorise
Annual General Meeting of the the Directors to purchase CIMB shares
Financial Year Ended 2018 comprising Company.
fees and benefits of RM15.84 million through Bursa Securities up to 10% of
and RM4.18 million, respectively. The the issued and paid-up share capital of
The general mandate, if granted, will the Company. Details of the Proposed
remuneration of each Director is set provide flexibility to the Company for
out in the Corporate Governance Shares Buy-Back are contained in the
any possible fund raising activities, Statement Accompanying Notice of
Overview on page 120 of the including but not limited to further
Company’s Annual Report 2018. Annual General Meeting despatched to
placing of shares, for the purpose of the Shareholders together with the
funding future investment project(s), CIMB 2018 Annual Report.
APPOINTMENT OF AUDITORS working capital and/or acquisition(s).
10. The Audit Committee (AC), at its ABSTENTION FROM VOTING
meeting held on 3 December 2018 The Company has issued 338,911,976
completed its annual assessment on new shares pursuant to Section 76 of 14. Any Director referred to in Resolutions
the external auditors in accordance the Companies Act, 2016 under the 1, 2 and 3, who is a Shareholder of the
with CIMB’s Guidelines for the general mandate sought at the 61st Company will abstain from voting on
Appointment/Re-appointment of Annual General Meeting held on 26 the resolutions in respect of his
External Auditors. In its assessment, April 2018, which will lapse upon the re-election at the 62nd Annual General
the AC considered several factors conclusion of the forthcoming 62nd Meeting.
before recommending the re- Annual General Meeting to be held on
appointment of the external auditors, 22 April 2019. 15. All Directors who are Shareholders of
as follows: the Company will abstain from voting
on Resolutions 4 concerning
(i) Level of knowledge, capabilities, Directors’ remuneration at the 62nd
experience and quality of previous Annual General Meeting.
work;
(ii) Level of engagement with the AC;
(iii) Ability to provide constructive
observations, implications and
recommendations in areas
requiring improvements;
(iv) Adequacy in audit coverage,
effectiveness in planning and
conduct of audit;
(v) Ability to perform audit work within
agreed timeframe;
(vi) Non-audit services rendered by
the external auditor did not
impede independence; and
(vi) The external auditor demonstrated
unbiased stance when interpreting
standards/policies adopted by the
Company.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 199
A G M I N F O R M A T I O N
STATEMENT ACCOMPANYING
NOTICE OF ANNUAL GENERAL MEETING
(Pursuant to Paragraph 12.06(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad)
The profile of the Directors who are with Tenaga Nasional Berhad 2. ROBERT NEIL COOMBE the Australian Indigenous
standing for re-election (as per (TNB) in 1979 and moving on (INDEPENDENT DIRECTOR) Education Foundation. He is
Ordinary Resolutions 1 to 3 as to hold various positions in the also a member of the Advisory
Nationality/Age/Gender:
stated in the Notice of Annual Finance Division. Board of 5V Capital Investors.
Australian/55/Male
General Meeting) at the 62nd
Annual General Meeting of CIMB In January 1993, Datuk Mohd Other Public Company
Academic/Professional
Group Holdings Berhad which will Nasir was seconded to TNB’s Directorships:
Qualifications:
be held at the Grand Ballroom, First subsidiary company, Malaysia Listed Companies
Bachelor of Laws (LLB),
Floor, Sime Darby Convention Transformer Manufacturing • Generation Development
University of Technology,
Group
Centre, 1A Jalan Bukit Kiara 1, Sdn Bhd as the Financial Sydney, Australia
60000 Kuala Lumpur, Malaysia on Controller before being
Public Companies
Monday, 22 April 2019 at appointed as Chief Executive Working Experience/
• Nil
10.00 a.m. are as follows: Officer (CEO) in June 1994. Occupation:
Robert Neil Coombe was
He does not have any conflict
1. DATUK MOHD NASIR In January 2000, he joined appointed as Chairperson of
of interest or any family
AHMAD (CHAIRPERSON/ Sharikat Permodalan Board Risk and Compliance
relationship with any other
INDEPENDENT DIRECTOR) Kebangsaan Berhad as its Committee on 23 January
Director and/or major
CEO. On 1 June 2001, he was 2019 and a member of Group
Nationality/Age/Gender: shareholders of the Company.
appointed CEO of Perbadanan Nomination and Remuneration
Malaysian/64/Male Committee on 24 January
Usahawan Nasional Berhad, a He has not been convicted of
position he held until his 2019. He is also CIMB’s
any offences within the past
Academic/Professional Sustainability Sponsor to
retirement on 1 June 2011. five (5) years nor has he been
Qualifications: champion the Group’s
imposed of any public
1. Fellow of the Association sustainability efforts. He is
Datuk Mohd Nasir also holds sanction or penalty by any
of Chartered Certified currently the Executive
directorships in private relevant regulatory bodies in
Accountants (ACCA), Chairman of the ASX listed
companies such as Prokhas 2018.
United Kingdom Generation Development
Sdn Bhd and CIMB EOP Group, a financial services
2. Chartered Accountant,
Management Sdn Bhd. business focused on
Malaysian Institute of 3. AFZAL ABDUL RAHIM
Accountants (MIA) generational financial
Other Public Company (INDEPENDENT DIRECTOR)
3. Master of Business solutions. He is also Chairman
Directorships: of Craveable Brands, the Nationality/Age/Gender:
Administration (Finance),
Listed Entities largest Australian owned Malaysian/41/Male
Universiti Kebangsaan
• Chairman of Media Prima Quick Service Restaurant
Malaysia, Malaysia
Berhad business. He was the CEO of Academic/Professional
Craveable Brands between Qualifications:
Working Experience/ 2013 and April 2017. Bachelor’s Degree in
Public Companies
Occupation: Mechanical Engineering with
• Independent Director of
Datuk Mohd Nasir Ahmad was Before joining Craveable Electronics specialising in
CIMB Bank Berhad
appointed as Chairman/ Brands, Robert was Acoustic Wave Theory,
• Independent Director of
Independent Director of CIMB responsible for all of University of Sussex at
SIRIM Berhad
Group Holdings Berhad on Westpac’s Retail, Business Brighton, United Kingdom.
20 October 2018. He was and Agri banking operations
He does not have any conflict
re-designated as Member of throughout Australia. Prior to Working Experience/
of interest or any family
Audit Committee of CIMB this role, Robert spent six Occupation:
relationship with any other
Group Holdings Berhad on years as the CEO of BT Afzal Abdul Rahim, was
Director and/or major
20 October 2018. He was the Financial Group, responsible appointed as an Independent
shareholders of the Company.
President of MIA from August for all of Westpac’s funds Director of CIMB Group
2011 to July 2013. He was management, financial Holdings Berhad on
He has not been convicted of planning, insurance, private 31 January 2019. He had also
elected as a Council Member
any offences within the past banking, broking, platform and been appointed as a Member
of the ACCA UK in September
five (5) years nor has he been superannuation businesses in of the Group Nomination and
2013 and was re-elected in
imposed of any public Australia. Remuneration Committee of
September 2016.
sanction or penalty by any CIMB Group Holdings Berhad
relevant regulatory bodies in In total, he has over 35 years’ and Chairs the CIMB
He brings with him vast
2018. corporate experience in both Technology Strategic Panel.
experience in the areas of
Australia and Asia. He previously served as an
finance, accounting and
Independent Director of CIMB
management which spans 39 In addition to the above, Bank Berhad from 29 June
years, having started his Robert is a Director of Tibra 2016 until 31 January 2019.
career as a Trainee Accountant Capital, Surfing Australia and
200 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
Afzal is a technology The details of the proposed renewal of the authority for Directors to issue shares by the Company under Section 76
entrepreneur who currently of the Companies Act, 2016, are stated in the Explanatory Notes of the Notice of Annual General Meeting as set out
serves as Commander-In- on page 199 of this Annual Report.
Chief of TIME dotCom Berhad,
an ASEAN based telecoms
operator encompassing Fixed
Line, Data Centres and Global
Submarine Cable Systems. He
joined TIME in 2008 after C. PROPOSED SHARES BUY-BACK PURSUANT TO PARAGRAPH 12.06(2) OF
establishing The AIMS Asia THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
Group and Global Transit
International in 2006. 1. INTRODUCTION companies, will lapse at through Bursa Securities.
the conclusion of the Based on the issued and
Afzal founded the non-profit 1.1 Renewal of Authority for
forthcoming 62nd Annual paid-up share capital of the
Malaysian Internet Exchange CIMB to Purchase its
General Meeting to be Company as at 28 February
(MyIX) in 2006 and also serves Own Shares (Proposed
held on 26 April 2018, 2019 of RM9,564,454,510
as a Board Member of Shares Buy-Back)
unless renewed by an comprising 9,564,454,510
Endeavor Malaysia, an At the last Annual ordinary resolution. ordinary shares in the
organisation that is devoted to General Meeting of the Company (CIMB Shares), a
nurturing high-impact Company held on 26 April On 7 March 2019, the total of 9,564,454,510 CIMB
entrepreneurs. 2018, the Company had Company announced its Shares may be purchased by
obtained the intention to seek the Company pursuant to the
He began his career in the Shareholders’ approval to shareholders’ approval at Proposed Shares Buy-Back.
automotive sector, initially as a purchase its own shares the forthcoming 62nd The maximum number of
Chassis Development as may be determined by Annual General Meeting, shares that can be bought
Engineer and thereafter the Board of Directors of for the proposed renewal back under this authority will
managing clients on the the Company from time of the authority for the take into account the number
engineering consultancy side to time through Bursa Company to purchase its of shares previously bought
of the business at Group Lotus Securities, upon such own shares. back and retained as treasury
PLC. Afzal is also a Licensed terms and conditions as shares, if any.
Commercial Pilot. the Board of Directors 1.2 Purpose of Statement
may deem fit and Such authority, if approved,
The purpose of this
Other Public Company expedient in the interest would be effective immediately
Statement is to provide
Directorships: of the Company, provided upon passing of the ordinary
relevant information on
Listed Companies that the aggregate resolution for the Proposed
the Proposed Shares
• TIME dotCom Berhad number of ordinary Shares Buy-Back until:
Buy-Back and to seek
• Symphony Communication shares purchased and/or
your approval for the (i) the conclusion of the next
Public Company Limited held does not exceed
ordinary resolution to Annual General Meeting
10% of the total issued
renew the authority for of CIMB in 2020 at which
He does not have any conflict and paid-up share capital
the Company to purchase time such authority shall
of interest or any family of the Company at any
its own shares, to be lapse unless by ordinary
relationship with any other point in time and an
tabled at the forthcoming resolution passed at that
Director and/or major amount not exceeding
62nd Annual General meeting, the authority is
shareholders of the Company. the total retained
Meeting. The Notice of renewed, either
earnings of approximately
Annual General Meeting unconditionally or subject
He has not been convicted of RM768 million based on
together with the Proxy to conditions;
any offences within the past the Audited Financial
Form is set out in this
five (5) years nor has he been Statements of the (ii) the expiration of the
Annual Report.
imposed of any public Company for the financial period within which the
sanction or penalty by any year ended 31 December next Annual General
relevant regulatory bodies in 2018. Meeting after that date is
2. DETAILS OF THE PROPOSED
2018. SHARES BUY-BACK required by law to be
The authority obtained by held; or
The details of any interest in the Board of Directors for The Board proposes to seek
the securities of the Company purchasing the Shareholders’ approval for a (iii) revoked or varied by
(if any) held by the said Company’s own shares in renewal of the authority to ordinary resolution
Directors are stated on pages accordance with the Main purchase and/or hold its own passed by the
15 to 16 of the Director’s Market Listing shares in aggregate of up to shareholders of the
Report in the Financial Requirements of Bursa 10% of the issued and Company in a general
Statements Report 2018. Securities governing paid-up share capital of the meeting;
shares buy-back by listed Company at any point of time
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 201
A G M I N F O R M A T I O N
whichever is the earlier but not each purchase or re-sale of shares shall not be taken into account in calculating the number of
so as to prejudice the shares bought back, make the percentage of shares or of a class of shares in the Company for any
completion of purchase(s) by necessary announcements purposes including, without limiting the generality of the provision of
the Company before the through Bursa Securities. Section 127 of the Companies Act, 2016, the provision of any laws or
aforesaid expiry date and, in requirements of the Constitution of the Company or the Main Market
any event, in accordance with The Proposed Shares Buy- Listing Requirements of Bursa Securities governing substantial
the provisions of the Back will allow the Board to shareholding, takeovers, notices, the requisitioning of meetings,
guidelines issued by Bursa exercise the power of the quorum for a meeting and the result of a vote on a resolution at a
Securities and/or any other Company to purchase its own meeting.
relevant authorities. shares at any time within the
abovementioned time period The Proposed Shares Buy-Back will be carried out in accordance with
The Board proposed to using internally generated the Prevailing Laws at the time of the purchase including compliance
allocate an amount of up to funds and/or external with the public shareholding spread as required by the Main Market
retained earnings of the borrowings. The amount of Listing Requirements of Bursa Securities.
Company for the purchase of internally generated funds
its own shares subject to and/or external borrowings to The public shareholding spread of the Company before and after the
Section 127 of the Companies be utilised will only be Proposed Shares Buy-Back is as follows:
Act, 2016 (as may be determined at a later date,
amended, modified or depending on the availability Before the After the
re-enacted from time to time) of internally generated funds, Proposed Shares Proposed Shares
and any prevailing laws, rules, actual number of CIMB Shares Buy-Back Buy-Back
regulations, orders, guidelines to be purchased, the
Public shareholding spread 52.28*1 58.09*2
and requirements issued by anticipated future cash flows
the relevant authorities at the of the Group and other cost
Notes:
time of the purchase factors. *1 As at 28 February 2019
(Prevailing Laws). The actual *2 Based on the assumption that:
(i) the Proposed Shares Buy-Back involves the aggregate purchase of
number of CIMB Shares to be The CIMB Shares purchased 9,564,454,510 CIMB Shares (being 10% of issued and paid-up capital of the
purchased will depend on and held as treasury shares Company as at 28 February 2019) which are to be retained as treasury
market conditions and may be distributed as share shares; and
(ii) the number of CIMB Shares held by the Directors of CIMB, the substantial
sentiments of Bursa Securities dividends, re-sold on Bursa shareholders of CIMB and person connected to them remain unchanged.
as well as the retained Securities in accordance with
earnings and financial the relevant rules of Bursa
resources available to the Securities, cancelled or 3. RATIONALE FOR THE PROPOSED SHARES BUY-BACK
Company. The audited continue to be retained as
retained earnings of the treasury shares. The decision The Proposed Shares Buy-Back will enable CIMB to utilise its surplus
Company as at 31 December whether to retain the financial resources to buy-back CIMB Shares. The increase in Earnings
2018 was RM768 million. purchased shares as treasury Per Share, if any, arising from the Proposed Shares Buy-Back is
shares, to cancel the shares expected to benefit the Shareholders of the Company.
CIMB may only purchase its purchased, distribute the
own shares at a price which is treasury shares as share The purchased shares can be held as treasury shares and re-sold on
not more than 15% above the dividends and/or re-sell the Bursa Securities to realise potential gain without affecting the total
weighted average market price treasury shares on Bursa issued and paid-up share capital of the Company. The distribution of
for the past 5 market days Securities will be made by the the treasury shares as share dividends may also serve to reward the
immediately preceding the Board at the appropriate time. Shareholders of the Company.
date of the purchase(s). The
Company may only re-sell the The distribution of treasury
purchased shares held as shares as share dividends may 4. EVALUATION OF THE PROPOSED SHARES BUY-BACK
treasury shares at a price be applied as a reduction of 4.1 Advantages
which is (a) not less than the the retained profits of the
weighted average market price Company. The treatment of The potential advantages of the Proposed Shares Buy-Back are
of CIMB Shares for the 5 the purchased shares held as as follows:
market days immediately treasury shares, this being to (i) Allow the Company to take preventive measures against
preceding the date of re-sale distribute as share dividends excessive speculation, in particular when the Company’s
or (b) at a discounted price of or to re-sell on Bursa shares are undervalued;
not more than 5% to the Securities or both will in turn,
weighted average market price depend on the availability of, (ii) Allow the Company more flexibility in fine-tuning its capital
of CIMB Shares for the 5 amongst others, retained structure;
market days immediately prior profits of the Company. (iii) The resultant reduction of share capital base is expected to
to the re-sale, provided that improve the Earnings Per Share and may strengthen the net
the re-sale takes place not While the purchased shares tangible assets of the remaining shares as well as the
earlier than 30 days from the are held as treasury shares, probability of declaring a higher quantum of dividend in the
date of purchase and the the rights attached to them as future;
re-sale price is not less than to voting, dividends and
the cost of purchase of the participation in any other (iv) To stabilise a downward trend of the market price of the
CIMB Shares being re-sold. distributions or otherwise are Company’s shares;
The Company shall, upon suspended and the treasury
202 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
Kumpulan Wang
Persaraan
(Diperbadankan) 599,837,021 6.27 – – 599,837,021 6.97 – –
Notes:
*1 Adjusted for the number of treasury shares held as at 28 February 2019.
*2 Assuming that 10% of the issued and paid-up capital is purchased and retained as treasury shares.
*3 Includes shares held through nominees.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 203
A G M I N F O R M A T I O N
Before the Proposed Shares Buy-Back*¹ After the Proposed Shares Buy-Back*²
No. of No. of
Directors CIMB Shares Held % CIMB Shares Held %
Tengku Dato’ Sri Zafrul Tengku Abdul Aziz 1,327,181 –*3 1,327,181 –*3
Notes:
*1 Adjusted for the number of treasury shares held as at 28 February 2019.
*2 Assuming 10% of the issued and paid-up capital is purchased and retained as treasury shares.
*3 Less than 0.1%.
*4 Includes the shareholdings of his spouse.
Save as disclosed above, none of the Directors, substantial Shareholders, and persons connected to the Directors and/or substantial
Shareholders held any CIMB Shares.
204 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
M o n d a y,
WHEN
22 April 2019
CORPORATE REPRESENTATIVES
REGISTRATION
Any corporate member who wishes to appoint a representative instead of a
1. Registration will start at 7.30 a.m. at Ballroom 3 on the 1st Floor of
proxy to attend the AGM should submit the original certificate of
SDCC. As you enter the SDCC building, the escalator on the right will
appointment under the seal of the corporation to the office of the Share
lead you to Ballroom 3. There will be signages to the registration area
Registrar at any time before the time appointed for holding the Annual
and you will have to queue for registration.
General Meeting or to the registration staff on the Annual General Meeting
2. Kindly produce your original MyKad/Passport at the registration day for the Company’s records.
counter for verification. Photocopy of MyKad/Passport will not be
accepted. Please make sure that you collect your MyKad/Passport
thereafter. HELP DESK
3. No person will be allowed to register on behalf of another person even Please proceed to the Help Desk located in Ballroom 3 for any clarification
with the original MyKad/Passport of that other person. or enquiries.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8 205
A G M I N F O R M A T I O N
• Free seating. All shareholders/proxies will be allowed to enter the Grand • The Annual Report 2018 is available on our website at www.cimb.com
Ballroom from 9.30 a.m. onwards. and also at www.bursamalaysia.com under Company Announcements
of CIMB Group Holdings Berhad.
• All shareholders/proxies are encouraged to be seated at least ten (10)
minutes before the commencement of the AGM. • Printed copies are also available for collection on a first come first serve
basis in Ballroom 3 on the date of the AGM.
Please refer to the Help Desk/First Aiders should any assistance be Datin Rossaya Mohd Nashir, Group Company Secretary
required. Ruhayati Muda
Farah Atikah Hasnan
VOTING PROCEDURE
• Voting via ePolling will be carried out separately for each individual
resolution upon the conclusion of the deliberation.
• All attendees of the AGM will be briefed and guided by the Poll
Administrator before the commencement of the ePolling process.
206 A S E A N C A T A L Y S T
A G M I N F O R M A T I O N
PROXY FORM
CIMB Group Holdings Berhad (50841-W)
(Incorporated in Malaysia)
of
(full address)
being a member of CIMB Group Holdings Berhad (“CIMB” or “the Company”), hereby appoint
or failing whom, the Chairman of the Meeting as my/our proxy to vote for me/us on my/our behalf at the 62nd Annual General Meeting (AGM) of the Company
to be held at the Grand Ballroom, First Floor, Sime Darby Convention Centre, 1A Jalan Bukit Kiara 1, 60000 Kuala Lumpur, Malaysia, on Monday, 22 April 2019
at 10.00 a.m. or at any adjournment thereof.
No. of Shares
Held:
Signature of Member(s)
* Please indicate with an “X” how you wish your vote to be cast. (Unless otherwise instructed, the proxy may vote as he thinks fit.)
NOTES:
1. Section 334 of the Companies Act, 2016 provides that a member of a company shall be entitled to appoint another person or persons as his/her proxy or proxies to exercise all or any of
his rights to attend, participate, speak and vote at a meeting of members of the company. A proxy may, but need not, be a Member of the Company. A Member may appoint any person to
be his/her proxy without any restriction as to the qualification of such person.
2. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he/she specifies the proportion of his/her shareholding to be represented by each proxy.
A member shall be entitled to appoint only one (1) proxy unless he/she has more than 1,000 shares in which case he/she may appoint up to five (5) proxies provided each proxy appointed
shall represent at least 1,000 shares.
3. This instrument duly completed must be deposited at the Registrar’s office at Boardroom Share Registrars Sdn. Bhd. (formerly known as Symphony Share Registrars Sdn Bhd), Level 6,
Symphony House, Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya, Selangor Darul Ehsan, not less than twenty-four (24) hours before the time appointed for holding the
meeting which is no later than 10.00 a.m. (Sunday, 21 April 2019).
4. The instrument appointing a proxy shall be in writing under the hand of the appointor or his/her attorney duly authorised in writing or if such appointor is a corporation, under its Seal or the
hand of its attorney.
5. For the purpose of determining a member who shall be entitled to attend the 62nd Annual General Meeting, the Company shall request Bursa Malaysia Depository Sdn. Bhd. in accordance
with Article 59(c) of the Company’s Constitution and Section 34(1) of the Securities Industry (Central Depositories) Act, 1991 to issue a Record of Depositors as at 16 April 2019. Only a
depositor whose name appears on the Record of Depositors as at 16 April 2019 shall be entitled to attend the said meeting or appoint proxies to attend, participate, speak and/or vote on
his/her behalf.
C I M B G R O U P H O L D I N G S B E R H A D / A N N U A L R E P O R T 2 0 1 8
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AFFIX STAMP
fold here
www.cimb.com
Level 13, Menara CIMB, Jalan Stesen Sentral 2, Kuala Lumpur Sentral, 50470 Kuala Lumpur, Malaysia