| ANNUAL REPORT 2015
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4.2.4 to review the followings in respect of internal audit:-
i.
the adequacy of the audit scope and coverage, functions, competency and resources of the internal audit
function and that it has the necessary authority to carry out its functions;
ii.
the internal audit programme, processes, the results of the internal audit programme, processes or
investigation undertaken and whether or not appropriate action has been taken on the recommendations of
the internal audit functions;
iii. the performance of the internal audit function; and
iv. the appointment, termination or resignation of the internal auditors and provide the resigning internal
auditors an opportunity to submit his reason for resignation.
4.2.5 to review and assess the followings in respect of the Group’s overall risk management and internal control:-
i.
the Company’s policies, processes and procedures for the oversight and management of risks
ii.
the risk profile, risk appetite and levels of tolerance (including subsequent review and adjustment, where
necessary) and the effective communication of the same throughout the Group
iii. the Management’s efforts to embed a risk management in all aspect of the Group’s activities and promoting a
risk awareness culture within the Group
iv. the adequacy and integrity of the internal control to manage the selected areas representing significant risks
v.
the efficiency and effectiveness of the review mechanism and the accountability at an Executive level for risk
management and internal control
vi. the disclosure on the risk management and internal control in the Company’s annual reports
4.2.6 to review any related party transactions and situations where a conflict of interest may arise within the Company or
Group, including any transaction, procedure or course of conduct that raises questions of management integrity,
and to consider the appropriateness of such transactions before recommending them to the Board for approval.
4.2.7 to report prompt to Bursa Malaysia Securities Berhad on any matter reported by it to the Board, which has not been
satisfactory resolved resulting in the breach of the Listing Requirements of Bursa Malaysia Securities Berhad.
4.2.8 to consider other matters as may be directed by the Board from time to time.
5.0 Review of the ARC Charter
5.1 The ARC shall periodically reviewand update its ARCCharter to ensure compliancewith regulatory and legal requirements,
which will take precedence over any stipulation of the ARC Charter, and in accordance with the needs of the Company/
Group that may have an impact on the discharge of the ARC’s duties and responsibilities.
5.2 The Board’s approval is mandatory for any amendments to the ARC Charter of the ARC.
INTERNAL AUDIT FUNCTION
The Group outsources its internal audit function to an independent professional firm, which has adequate resources and
appropriate standing to undertake its activities independently and objectively to provide reasonable assurance to the ARC
regarding the adequacy and effectiveness of risk management, internal control and governance systems. The Internal Auditors
report directly to the ARC.
ACTIVITIES OF THE ARC
During the FY2015, the ARC has:-
•
reviewed the quarterly reports and year-end financial statements before recommending to the Board for consideration and
approval, and release to Bursa Malaysia Securities Berhad;
•
reviewed the audit plan, audit strategy and scope of work presented by the External Auditors prior to commencement of
annual audit;
•
reviewedwith the External Auditors the audit findings, their audit report andmanagement letter andmanagement’s response;
•
reviewed the External Auditors’ fees and services and made recommendation to the Board for their reappointment. A written
assurance confirming their independence throughout the conduct of the audit engagement in accordance with the relevant
professional and regulatory requirements has been received from the External Auditors;
•
reviewed the internal audit plan, scope of works and reports presented by the Internal Auditors and evaluated the major
findings of risk management and internal control deficiencies in the Group’s operating subsidiaries and considered the
management responses thereto so as to ensure significant findings are adequately addressed by the management;
•
reviewed and approved the Report of the Audit & Risk Management and Statement on Risk Management & Internal Control
for the FY2015 to be presented in the Annual Report by the Board;
•
reported to the Board on its activities and significant findings and results; and
•
reviewed the related party transactions and conflict of interest situations that might arise within the Group including any
transaction, procedure or course of conduct that raises questions of management integrity.
REPORT OF THE AUDIT & RISK MANAGEMENT COMMITTEE
