The Audit Process
(i) Assurance
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Review the Assurance Charter, acƟviƟes, competency, resources and organisaƟonal structure of the Assurance funcƟon.
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Ensure that Assurance has the necessary authority to carry out its work and is free of management and other restricƟons.
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Have Įnal authority to review and approve the annual Assurance plan and all major changes to the plan.
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Ensure there are no unjusƟĮed restricƟons or limitaƟons, and review and concur in the appointment, replacement, or dismissal of the Head of Assurance.
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At least once per year, review the performance of the Head of Assurance and concur with the annual remuneraƟon and salary adjustment.
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Review key observaƟons and recommendaƟons from Assurance and Management’s acƟons towards these recommendaƟons.
(ii) External Audit
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Review the external auditors’ proposed audit plan, their nature, scope and approach, including coordinaƟon of audit eīort with Assurance.
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Review the competency and performance of the external auditors.
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Consider and recommend the appointment, re-appointment, resignaƟon, dismissal and remuneraƟon of external auditors.
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Review and conĮrm the independence and objecƟvity of the external auditors, taking into consideraƟon the local professional and regulatory requirements.
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To develop and implement a policy on the engagement of the external auditor to supply non-audit services and to report to the Board.
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To idenƟfy any maƩers in respect of which it considers that acƟon or improvement is needed and reviewing recommendaƟons as to the steps to be taken.
Compliance
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Review the eīecƟveness of the system for monitoring compliance with laws and regulaƟons and the results of management’s invesƟgaƟon and follow-up (including disciplinary acƟon) of any
major instances of non-compliance.
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Review arrangements by which staī of the company may, in conĮdence, raise concerns about possible improprieƟes in maƩers of Įnancial reporƟng or other maƩers, to ensure arrangements
are in place in terms of the proporƟonate and independent invesƟgaƟon of such maƩers and for appropriate follow-up acƟon.
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Review the Įndings of any examinaƟon by regulatory agencies and any auditor observaƟons.
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Review the process for communicaƟng the Code of Conduct to the staī, and for monitoring compliance therewith.
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Obtain regular updates from Management and the General Counsel regarding compliance maƩers.
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Review the eīecƟveness of measures put in place to combat corrupƟon in the company.
Other ResponsibiliƟes
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InsƟtute and oversee special invesƟgaƟons as needed.
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In compliance with Paragraph 15.16 of the MMLR, where the ARC is of the view that a maƩer reported by it to the Board has not been saƟsfactorily resolved resulƟng in a breach of the MMLR,
the ARC must promptly report such maƩers to Bursa SecuriƟes.
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Prepare the ARC Report at the end of each Įnancial year.
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Perform other acƟviƟes related to this Terms of Reference, as requested by the Board of Directors.
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