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70<br />

TERMS OF REFERENCE<br />

The Audit Committee (AC) was established by the Board of Directors in 1995 to assist the Board in carrying out its<br />

responsibilities. The AC is governed by its Terms of Reference as stipulated on pages 71 to 72 of the Annual Report.<br />

MEMBERSHIP<br />

The Audit Committee currently comprise three members out of which two are independent non-executive Directors namely:<br />

1. Datuk Syed Ahmad Khalid bin Syed Mohammed<br />

Chairman/Independent Non-Executive Director<br />

2. Datuk Nur Jazlan bin Tan Sri Mohamed<br />

Member/Independent Non-Executive Director<br />

3. Soong Hee Sang<br />

Member/Non-Independent Non-Executive Director<br />

(Appointed on 22 March 2006)<br />

4. Dr Choo Kian Koon<br />

Member/Non-Independent Non-Executive Director<br />

(Resigned on 17 March 2006)<br />

MEETINGS<br />

AUDIT COMMITTEE REPORT<br />

The AC shall meet at least four times a year. During the financial year ended 31 December 2005, the AC held a total of eight (8)<br />

meetings. Details of attendance by the AC members are set out below:<br />

Attendance<br />

Datuk Syed Ahmad Khalid bin Syed Mohammed 8/8<br />

Datuk Nur Jazlan bin Tan Sri Mohamed 8/8<br />

Dr Choo Kian Koon 8/8<br />

Soong Hee Sang Not Applicable<br />

The meetings were also attended by the senior management of the Group and the Group’s external auditors upon invitation<br />

by the Chairman of the Committee to provide input during deliberations on issues raised.<br />

SUMMARY OF ACTIVITIES DURING THE YEAR<br />

The Audit Committee performed the following activities during the financial year in the discharge of their duties and<br />

responsibilities in accordance with its Terms of Reference:<br />

• Reviewed and recommended the quarterly and year end financial results, external audit plans and related fees for the<br />

Group to the Board for approval;<br />

• Reviewed findings of audit examination conducted by the external auditors during the financial year;<br />

• Quarterly review of recurrent related party transactions of the Group covered by the shareholders’ mandate and where<br />

relevant, additional related party transactions and their appropriate disclosure requirements;<br />

• Reviewed and approved internal audit plan for Cycle 6 and 7 including related fees for the Group;<br />

• Reviewed internal audit recommendation arising from internal audit reviews in the respective cycles and management’s<br />

action plans to address the key improvement areas based on their implementation priority.<br />

INTERNAL AUDIT FUNCTION<br />

The internal audit review for the year 2005 covered the Company, Seri Alam Properties Sdn Bhd, Bangi Heights Development<br />

Sdn Bhd, UM Residences Sdn Bhd, Suasana Sentral Two Sdn Bhd and Dynasty View Sdn Bhd with the overall scope and<br />

emphasis areas concentrated on high and significant risk areas of the following business processes:

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