c.
The Committee has the right to convene separate
meetings with the Internal Auditors, External Auditors
or both, without the attendance of Management;
d.
The Company Secretary, who acts as the secretary
of the Committee meeting plays an important role in
organising and providing assistance for the meetings.
The meeting agenda shall be drawn up in consultation
with the Chairman of the Committee. The minutes
shall be circulated to and confirmed by the
Committee before disseminating to the Board.
4.5 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 independent professional advice,
legal or otherwise deemed necessary.
5. DUTIES AND RESPONSIBILITIES
The functions of the Committee have been expanded to
include matters specified in the Malaysian Code of
Corporate Governance 2012 2nd Edition (MCCG 2012
2nd Edition) that shall be:-
a.
Financial Reporting
i.
To review and recommend acceptance or
otherwise of accounting policies, principles and
practices;
ii.
To review the quarterly results and annual
financial statements of the Company and Group
before submission to the Board. The review
should focus primarily on:
– any changes in existing accounting policies
or implementation of new accounting
policies;
– major judgement areas, significant and
unusual events;
– significant adjustments resulting from the
audit;
– the going concern assumptions;
– compliance with accounting standards; and
– in compliance with Bursa Malaysia Listing
Requirements and other legal and statutory
requirements.
iii. To review with Management and the external
auditors the results of the audit, including any
difficulties encountered; and
iv. To review and verify the allocation of scheme
options pursuant to the Company’s Employees’
Share Option Scheme (ESOS) in accordance
with the Bursa Malaysia Listing Requirements,
following which a statement shall be provided
by the AC in the Annual Report.
b.
Risk Management
i.
To review the adequacy and provide independent
assurance to the Board on the effectiveness of
risk management functions in the Group;
ii.
To ensure that the principles and requirements
of managing risk are consistently adopted
throughout the Group; and
iii. To review the risk profile of the Group and
major initiatives having significant impact on
the business.
193
KPJ Healthcare Berhad
Annual Report
2015
