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Corporate GovernanCe
Audit Committee
Report
1.
MEMBERS OF THE AUDIT COMMITTEE
The members of the Audit Committee comprise of:
Encik Azizan bin Mohd Noor
(Chairman)
Senior Independent Non-Executive Director
Member of Malaysian Institute of Accountants
Dato’ Rosman bin Abdullah
(Member)
Independent Non-Executive Director
Member of Malaysian Institute of Accountants
Puan Rozana Zeti binti Basir
(Member)
Non-Independent Non-Executive Director
The main responsibilities of the Audit Committee are to
assist the Board in discharging its statutory and other
responsibilities relating to internal controls, financial and
accounting matters, compliance, business and financial risk
management.
The Audit Committee shall be appointed by the Board
amongst the Directors of the Company and shall consist of
no less than three (3) members comprising of Non-Executive
Directors a majority of whom are Independent Directors. A
quorum for a meeting shall be at least two (2) members, both
being Independent Directors. The current composition of
the Audit Committee and the qualifications of its members
comply with the Main Market Listing Requirements (“MMLR”)
of Bursa Malaysia Securities Berhad.
2.
TERMS OF REFERENCE
In fulfilling its duties and responsibilities, the Audit Committee
is guided by the Terms of Reference which is available on
the Company’s website at
www.fima.com.my.The Audit
Committee is authorized to seek information it requires from
any employee and all employees are directed to cooperate
with any request made by the Audit Committee. The Audit
Committee is also authorized by the Board to obtain
independent professional advice if necessary in discharging
their functions.
3.
MEETINGS
The Audit Committee meetings were held five (5) times during
the financial year ended (“FYE”) 31 March 2018 and all the
members attended those meetings.
Name of
Committee Members
No. of Meetings
Attended
Encik Azizan bin Mohd Noor
5/5
Dato’ Rosman bin Abdullah
5/5
Puan Rozana Zeti binti Basir
5/5
The Company’s Group Managing Director (“Group MD”)
and Chief Financial Officer (“CFO”) were invited to attend
the meetings to facilitate deliberations as well as to provide
clarification on audit issues. The meetings were also attended
by Head of Group Internal Audit (“GIA”) to present audit
reports and upon invitation, the external auditors to discuss
on the Management Letters, Audit Planning Memorandum
and other matters deemed relevant. During the FYE2018,
the external auditors and the Audit Committee met without
the presence of the Group MD and management on 30 May
2017 and 22 February 2018 to discuss key issues within their
sphere of interest and responsibility.
The Company Secretaries act as secretary to the Audit
Committee. The Company Secretaries shall cause minutes
to be entered in the books provided for purpose of recording
all resolutions and proceedings of minutes and shall be kept
at the registered office of the Company for inspection of any
member of the Audit Committee or the Board. Such minutes
shall be signed by the Chairman of the next succeeding
meeting and if so signed, shall be conclusive evidence
without any further proof of the facts. Minutes of each
meeting shall also be distributed to all attendees of the Audit
Committee meetings and presented to the members of the
Board at the Board meeting for noting.
The Audit Committee, through its Chairman, shall report to the
Board at the next Board meeting after each Audit Committee
meeting. When presenting any recommendation to the
Board, the Audit Committee will provide such background
and supporting information as may be necessary for the
Board to make an informed decision.