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Annual Report 2013
KPJ HEALTHCARE BERHAD
87
Audit Committee
Report
The Chairman of the Committee, ZainahMustafameets the requirement
of Section 15.09 (1) of the Bursa Malaysia Securities Berhad’s Main
Market Listing Requirements which stipulates at least one of the
Committee members ful lling the nancial expertise requisite.
1.2 ATTENDANCE
A minimum of four (4) meetings a year shall be planned, although
additional meetings may be called at any time at the Chairman’s
discretion.
The quorum for all ve (5) meetings held during nancial year
2013 was ful lled. The meetings were held on 14 February 2013,
13 May 2013, 26 July 2013, 20 August 2013 and 14 November 2013
respectively.
Subsequent to each meeting, the Chairman of the Committee
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 2013, the External Auditors attended three out of five
meetings which were held on 14 February 2013, 20 August 2013
and 14 November 2013. Separate sessions were also conducted
on 14 February 2013, 14 November 2013 and 17 February 2014
respectively.
The President & Managing Director, Vice Presidents (I), Vice
President (II), senior management team as well as the Head
of Internal Audit and representatives of the External Auditors
shall normally attend the meetings. Other Directors, Executive
Directors of the hospitals and employees of the Company and/ or
Group may attend any particular meeting upon invitation where
appropriate. All issues discussed and deliberated during the
Committee meetings were minuted by the Company Secretary.
2. TERMS OF REFERENCE
2.1 PURPOSE
a) To ensure transparency, integrity and accountability in the
Group’s activities so as to safeguard the rights and interests
of the shareholders;
b) To provide assistance to the Board in ful lling its duciary
responsibilities relating to corporate accounting and
reporting practices;
c) To improve the Group’s business ef ciency, the quality of
the accounting and audit function and strengthen public
con dence in the Group’s reported nancial results; and
d) To maintain open lines of communication between the Board
and the External and Internal Auditors.
2.2 MEMBERSHIP
a) Committeemembers shall be appointed by theBoard amongst
its Directors which ful ls the following requirements:
i)
the Committee must be comprised not less than three (3)
members;
ii) all members must be Non-Executive Directors, with a
majority of them being Independent Directors; and
iii) all members should be nancially literate and at least
one (1) must be a member of the Malaysian Institute of
Accountants (MIA) or have the relevant quali cations
and experience as speci ed in the Bursa Malaysia
Securities Berhad Main Market Listing Requirements.
b) The Chairman of the Committee, elected from amongst the
Committee members, shall be approved by the Board and
shall be an Independent Director.
c) No alternate Director of the Board shall be appointed as a
member of the Committee.
d) The terms of of ce and performance of the Committee
members are reviewed by the Board yearly and may be re-
nominated and appointed by the Board.
2.3 REPORTING RESPONSIBILITIES
The Committee will report to the Board on the nature and extent of
the functions performed by it andmay take such recommendations
to the Board on any audit and nancial reporting matters as it may
think t.
From left to right:
Datuk Azzat Kamaludin
Member
ZainahMustafa
Chairman
Tan Sri Dato’ Dr. Yahya Awang
Member