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Terms of Reference
The duties of the Audit Committee shall include the following:
  1. To recommend appointment of the external auditors and their fees and consider any questions of resignation or dismissal including whether there is reason(supported by grounds) to believe that the external auditors are not suitable for re-appointment, including making an assessment of their independence where the external auditors also provide non-audit services;
  2. To review the external auditors’ proposed plan scope and approach of audit before the audit commences and ensure co-ordination where more than one audit firm is involved;
  3. To review the quarterly financial announcements and year-end financial statements of the Group, prior to the approval by the Board, focusing particularly on:
    • Changes in of major accounting policy and practices and their implementation;
    • Major judgemental areas;
    • Significant and unusual events;
    • Significant adjustments arising from the audit;
    • Going concern assumption; and
    • Compliance with accounting standards and the stock exchange and other legal requirements.
  4. To discuss problems and reservations arising from the audits and any matter the auditor may wish to discuss (in the absence of management where necessary) including assistance given by employees of the Group to the auditor;
  5. To review with the external auditors, their evaluation of the system of internal controls, including any significant suggestions for improvements and management’s response;
  6. To review with the external auditors, their audit report;
  7. To review the Group’s business risk management process, including adequacy of the Group’s overall control environment and controls in selected areas representing significant financial and business risk;
  8. To do the following where an internal audit function exists:
    • Review the adequacy of the scope, function, competency and resources of the internal audit function and that it has the necessary authority to carry out its work;
    • Review the internal audit programme, process and results of the internal audit programme, processes or investigation undertaken and where necessary ensure that appropriate action is taken on the recommendations of the internal audit function;
    • The internal audit function should be independent of the activities it audits; the internal audit activities should be free from interference in determining the scope of internal audit, performing work and communicating results;
    • The internal audit function reports directly to the Committee.
  9. To review any related party transactions and conflict of interest situation that may arise within the Company or Group including any transaction, procedure or course of conduct that raises questions of management integrity;
  10. To review the major findings of internal investigations and management’s response;
  11. To review the findings of any examinations by regulatory authorities;
  12. Where the Audit Committee is of the view that a matter reported by it to the Board has not been satisfactorily resolved resulting in a breach of these requirements, the Audit Committee must promptly report such matters to Bursa Securities; and
  13. Perform other oversight functions as requested by the Board.