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b. Risk Management
i. Review the adequacy and provide independent
assurance to the Board on the effectiveness of risk
management functions in the Group and whether
principles and requirements of managing risk are
consistently adopted throughout the Group; and
ii. Review the risk profile of the Group and major
initiatives having significant impact on the business.
c. Internal Audit
i. Approve the Audit Charter and ensure the internal
audit functions are adequately resourced;
ii. Review the adequacy of Internal Audit Plan, the scope
of audits and that the internal audit function has the
necessary authority, competency and resources to
carry out its work;
iii. Review the results of the internal audit process and
where necessary ensure that appropriate action is
taken on the recommendations of the internal audit
function;
iv. Approve any appointment or dismissal of the Head of
Internal Audit;
v. Review appraisal or assessment of members of the
internal audit function; and
vi. Direct any special investigation to be carried out by
the internal audit.
d. External Audit
i. Review the External Auditor’s audit plan, scope of the
audit and audit reports;
ii. Consider the appointment of the External Auditor,
the audit fee and any questions of resignation or
dismissal of the External Auditor before making any
recommendation to the Board;
iii. Discuss issues and reservations arising from the
interim and final audits, and any matters the Auditor
may wish to discuss; and
iv. Review the External Auditor’s Management Letter and
Management’s response.
e. Related Party Transactions
Monitor and review any related party transactions that
may arise within the Company or Group.
f. Other Matters
Consider such other matters as the Committee considers
appropriate or as authorized by the Board.
4. Summary Of Activities
During the year, the Committee carried out the following
activities:
a. Financial results
i. Review the quarterly unaudited financial result
announcements before recommending the same to
the Board for approval; and
ii. Review the Company’s compliance, in particular the
quarterly and year end financial statements, with the
Listing Requirements of Bursa Malaysia, Malaysian
Accounting Standards Board and other relevant legal
and regulatory requirements.
A total of four (4) meetings were held on 18 February
2011, 13 May 2011, 15 August 2011 and 17 November
2011 respectively.
All the Audit Committee members are Independent Non-
Executive Directors. The Chairman of the Audit Committee,
Zainah Mustafa is a member of the Malaysian Institute of
Accountants (MIA) and a Fellow of Association of Certified
Chartered Accountant (FCCA). This meets the requirement
of Section 15.09 (1) of the Bursa Malaysia Securities
Berhad’s Main Market Listing Requirements which
stipulates at least one qualified accountant as a member
of the Committee.
Subsequent to each meeting, the Audit Committee
Chairman submits a report on matters deliberated to the
Board of Directors for their information and attention. The
Management would implement the decisions made and
corrective actions required.
The Committee shall meet a minimum of twice a year with
the External Auditors in separate sessions without the
presence of executive Board members or management of
the Company.
In year 2011, three (3) meetings were held on 18 February
2011, 15 August 2011 and 17 November 2011
respectively. A separate session was also conducted on
13 February 2012.
The Managing Director, Executive Director and Chief
Operating Officer, Chief Financial Officer, senior management
team, Executive Directors of the hospitals as well as the Head
of Internal Audit and representatives of the External Auditors
shall normally attend the meetings. Other directors and
employees of the Company and/ or Group may attend any
particular meeting upon invitation, where appropriate. The
Company Secretary shall be the secretary for the meeting.
Authority
The Committee is empowered by the Board to:-
a. investigate any matter within its terms of reference or as
directed by the Board;
b. determine and obtain the resources which are required to
perform its duties;
c. have full and unrestricted access to any information
pertaining to the Group;
d. have direct communication channels with the External
and Internal Auditors; and
e. obtain external legal and other independent professional
advice.
3. Duties And Responsibilities
The Committee shall carry out the following functions:-
a. Financial Reporting Review
Review the quarterly and year-end financial statements
of the Company, focusing particularly on:-
i. any changes in accounting policies and practices;
ii. significant adjustments arising from the audit;
iii. the going concern assumption;
iv. compliance with accounting standards; and
v. compliance with Listing Requirements of Bursa
Malaysia and other legal and statutory requirements.
ANNUAL REPORT 2011 70