The Chairman of the Committee, Zainah Mustafa, is a
member of the Malaysian Institute of Accountants (MIA).
This meets the requirement of Section 15.09 (1) of the
Bursa Malaysia Securities Berhad’s (“Bursa Malaysia”)
Main Market Listing Requirements (“Listing Requirements”)
which stipulates that at least one of the Committee
members should be financially literate.
The annual review of the composition and performance of
AC, including members’ tenure, performance and
effectiveness as well as their accountability and
responsibilities, were duly assessed via the Board
Effectiveness Evaluation.
1.2 ATTENDANCE
AC meetings for 2015 were pre-arranged in December
2014 and communicated to the members early to ensure
their time commitment. 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 seven (7) meetings held during
financial year 2015 were fulfilled. The meetings were held
on 19 January 2015, 26 January 2015, 10 February 2015,
14 April 2015, 14 May 2015, 12 August 2015 and
12 November 2015 respectively.
The Company Secretary acts as the AC Secretary at all
AC meetings. The President & Managing Director, Vice
President (I) Corporate and Financial Services, Vice
President (I) Business Operations & Clinical Services
together with Head of Internal Audit and other members
of Senior Management and External Auditors shall
normally attend the meetings. Other Directors, Executive
Directors of the hospitals and employee of the company
and/or Group may attend any particular meeting upon
invitation where appropriate.
In 2015, the External Auditors attended two (2) out of
seven (7) meetings which were held on 10 February 2015
and 12 November 2015 respectively. A separate private
session were also conducted without Management’s
presence on 10 February 2015.
Minutes of the AC meetings were circulated to all
members and extracts of the decisions made were
escalated to relevant process owners for further action.
The Chairman of the AC meeting provided a report and
highlighted significant points on the decisions and
recommendations of the AC to the KPJ Board.
2. CHANGES IN AUDIT
COMMITTEE MEMBER
The Audit Committee member, Tan Sri Dato’ Dr. Yahya
Awang resigned as Committee Member with effect from
27 August 2015. Dr. Kok Chin Leong was appointed on
the same date. His profile, qualifications and experience
can be found on page 84 of this Annual Report.
3. CHANGE OF EXTERNAL AUDITORS
The change of external auditors from Messrs Ernst &
Young to Messrs PricewaterhouseCoopers is a group-wide
exercise driven by the change at Johor Corp level,
whereby the external auditor appointment is rotated on a
5-year cycle in consultation with the Auditor-General
office.
4. TERMS OF REFERENCE (TOR)
The ToR of the AC is aligned to the Main Listing
Requirements, recommendations of the Malaysian Code
on Corporate Governance 2012 (MCCG 2012) and
relevant best practices including those identified in the
Corporate Governance Guide: Towards Boardroom
Excellence (2nd Edition), issued by Bursa Securities on 2
October 2013.
191
KPJ Healthcare Berhad
Annual Report
2015
