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SUSTAINABILITY JOURNEY   HOW WE ARE GOVERNED   FINANCIAL STATEMENTS   ADDITIONAL INFORMATION  229


            AUDIT, GOVERNANCE AND


            RISK COMMITTEE REPORT












                    THE  AUDIT,  GOVERNANCE  AND RISK  COMMITTEE  (AGRC  OR  COMMITTEE)
                    WAS  ESTABLISHED  BY THE  BOARD  OF  DIRECTORS  OF  MSM  MALAYSIA  HOLDINGS
                    BERHAD  IN  LINE  WITH  THE  MAIN  MARKET  LISTING  REQUIREMENTS  (LISTING
                    REQUIREMENTS)  OF BURSA MALAYSIA SECURITIES BERHAD (BURSA SECURITIES)
                    WITH THE PRINCIPAL ROLE  TO ASSIST THE BOARD IN CARRYING OUT ITS OVERSIGHT
                    RESPONSIBILITIES  IN RELATION  TO FINANCIAL REPORTING, EXTERNAL  AUDIT
                    AND INTERNAL  AUDIT PROCESSES,  CONFLICT OF INTEREST  AND RELATED PARTY
                    TRANSACTIONS. THE AGRC ALSO PLAYS A CRUCIAL ROLE IN ENSURING APPROPRIATE
                    CHALLENGE  AND GOVERNANCE IN MATTERS RELATING  TO INTERNAL CONTROL,
                    FINANCIAL REPORTING AS WELL AS GOVERNANCE, RISK MANAGEMENT AND ETHICS
                    PROGRAMMES OF THE GROUP.

                    THE BOARD IS PLEASED TO PRESENT THE AGRC REPORT FOR THE FINANCIAL YEAR
                    ENDED 31 DECEMBER 2021.




            COMPOSITION OF AGRC
            The current AGRC comprises of four members, all of whom are Independent Non-Executive Directors. The composition of
            the AGRC complies with the Listing Requirements of Bursa Securities and the principles and practices set out in the Malaysian
            Code on Corporate Governance 2021 (MCCG 2021) that Audit Committee should comprise solely of Independent Directors.
            None of the AGRC members is a former key audit partner of the Group.
            The Committee is chaired by Choy Khai Choon, an Independent Director who is not the Chairman of the Board, thus satisfying
            the requirement of separation of power between the Chairman of the Board and the Chairman of AGRC as prescribed by
            the MCCG 2021. He is a member of the Malaysian Institute of Accountants (MIA) and also an Honorary Fellow of CPA Australia.
            The Chairman of the Committee meets the requisite qualifications as stipulated in paragraph 15.09(1)(c)(i) of the Listing
            Requirements.

            The membership and meeting attendance of AGRC members for 2021 are as follows:

                                                                               No. of meetings attended during 2021
             Members                                 Type of membership
                                                                                   Held              Attended


             Choy Khai Choon                         Chairman/Independent           13                  13
                                                     Non-Executive Director
             Dato’ Rosini Abd Samad                  Member/Independent             13                  13
                                                     Non-Executive Director

             Dato’ Muthanna Abdullah                 Member/Independent             13                  13
                                                     Non-Executive Director

             Datuk Lim Thean Shiang                  Member/Independent             13                  13
                                                     Non-Executive Director
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