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Strategic processes<br />

• Strategic management<br />

Core processes<br />

• Sales and marketing<br />

• Project management<br />

Resources processes<br />

• Financial management<br />

• Human resource management<br />

• Legal and regulatory<br />

The Audit Committee reviewed results of the internal audit exercise and considered the major findings of the exercise,<br />

including the recommendations by the internal auditors in key areas with improvement opportunities as well as<br />

management’s proposed remedial action plans. Follow-up reviews on these highlighted observations and action plans will be<br />

carried out by the internal auditors in their subsequent review cycles in conjunction with Management-initiated reporting to<br />

the Committee from time to time on measures undertaken to address key improvement areas.<br />

TERMS OF REFERENCE OF THE AUDIT COMMITTEE<br />

COMPOSITION<br />

The Audit Committee shall be appointed by the Board from amongst their number and shall consist of not less than<br />

3 members, a majority of whom shall be independent directors of the Company. The Chairman of the Committee shall be an<br />

independent director.<br />

MEETINGS<br />

Meetings shall be held not less than four times a year. A quorum shall be formed when a majority of the Committee members<br />

are independent directors. The Chairman may call for a meeting upon the request of any Committee member, the Managing<br />

Director and the internal and external auditors. The attendance of employees, other directors, representatives of the internal<br />

and external auditors at such meetings will be at the Committee’s invitation.<br />

The Secretary to the Audit Committee shall be the Company Secretary or Assistant Company Secretary or any other person<br />

appointed by the Committee. The Secretary will be responsible for keeping the minutes of meetings of the Committee and<br />

circulating them to Committee members and other members of the Board of Directors.<br />

AUTHORITY<br />

The Committee is authorised by the Board to investigate any activities within its terms of reference and shall have unrestricted<br />

access to both the internal and external auditors and members of management of the Group. The Committee is also authorised<br />

by the Board to obtain independent professional advice and to secure the attendance of outsiders with relevant experience and<br />

expertise if it considers this necessary in the performance of their duties.<br />

DUTIES<br />

The duties of the Committee shall be:-<br />

• To consider the appointment of the external auditors, the audit fee and any questions of resignation and dismissal;<br />

• To discuss with the external auditors:<br />

– The audit plan;<br />

– Their evaluation of the system of internal controls; and<br />

– The audit report on the financial statements.<br />

71<br />

UNITED MALAYAN LAND BHD

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