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Masterskill Education Group Berhad / Annual Report 2012<br />
34<br />
AUDIT COMMITEE REPORT (CONT’D)<br />
D. meetings<br />
a) The Audit Committee shall meet at least four (4) times a year and such additional meetings as the Chairman shall decide.<br />
b) The quorum for an Audit Committee Meeting shall be at least two (2) members. The majority present must be Independent<br />
Directors.<br />
c) The External Auditor has the right to appear and be heard at any meeting of the Audit Committee and shall appear before<br />
the Audit Committee when required to do so.<br />
d) The Chief Financial Officer and the Head of Internal Audit of the Group and Company shall normally attend the meetings<br />
to assist in the deliberations and resolution of matters raised. However, at least twice a year, the Audit Committee shall meet<br />
with the External Auditors without the presence of management.<br />
e) The Company Secretary shall act as Secretary of the Audit Committee and shall be responsible, with the concurrence of the<br />
Chairman, for drawing up and circulating the agenda and the notice of meetings together with the supporting explanatory<br />
documentation to members prior to each meeting.<br />
f) The Secretary of the Audit Committee shall be entrusted to record all proceedings and minutes of all meetings of the Audit<br />
Committee.<br />
g) In addition to the availability of detailed minutes of the Audit Committee Meetings to all Board members, the Audit<br />
Committee at each Board Meeting will report a summary of significant matters resolutions.<br />
INTERNAl AuDIT FuNCTION<br />
The Group has appointed a well established external Internal Audit firm, which reports to the Audit Committee and assists the<br />
Audit Committee in reviewing the effectiveness of the internal control systems whilst ensuring that there is an appropriate balance of<br />
controls and risks management throughout the Group in achieving its business objectives.<br />
Internal audit provides independent assessment on the effectiveness and efficiency of internal controls utilising a global audit<br />
methodology and tool to support the corporate governance framework and an efficient and effective risk management framework to<br />
provide assurance to the Audit Committee.<br />
The internal audit reviews were conducted in accordance with the internal audit plan approved by the Audit Committee. The scope<br />
of internal audit covers the audits of all units and operations, including subsidiaries as stated in the letter of engagement.<br />
Subsequent to the financial year ended 31 December 2012, the results of the Internal Audit reviews were presented to the Audit<br />
Committee. In 2012, the Group paid a total fee of RM80,000 for services rendered in respect of internal audit.<br />
SummARy OF ACTIvITIES OF THE AuDIT COmmITTEE<br />
The main activities undertaken by the Audit Committee during the financial year ended 31 December 2012 included the following:-<br />
a) Reviewed the quarterly unaudited financial and annual audited financial statements of the Group and the Company including<br />
the announcements pertaining thereto, before recommending to the Board for their approval and release of the Group’s<br />
results to Bursa Malaysia.<br />
b) Reviewed with external auditors on their audit planning memorandum on the statutory audit of the Group for the financial<br />
year ended 31 December 2012.<br />
c) Reviewed and discussed with the external auditors of their audit findings inclusive of system evaluation, audit fees, issues<br />
raised and management letter together with management’s response.<br />
d) Reviewed the internal audit plan;<br />
e) Reviewed the internal audit reports presented and considered the findings of internal audit through the review of the<br />
internal audit reports tabled and management responses thereof;<br />
f) Reviewed the effectiveness of the Group’s system of internal control;<br />
g) Reviewed related party transactions and conflict of interest situation that may arise within the Company or the Group;<br />
h) Reviewed the Company’s compliance with the MMLR of Bursa Malaysia, applicable Approved Accounting Standards and<br />
other relevant legal and regulatory requirements; and<br />
i) Report to the Board on its activities and significant findings and results.<br />
This Audit Committee Report is made in accordance with the resolution of the Board of Directors dated 26 April 2013.