The AGRC discharges its responsibilities through a series of scheduled meetings during the year. The AGRC conducted a total of thirteen (13) meetings including eight (8) unscheduled meetings which were held on 29 March 2021, 5 April 2021, 26 April 2021, 7 July 2021, 9 September 2021, 12 October 2021, 19 November 2021 and 8 December 2021. The Company Secretary and Chief Internal Auditor act as the Committee’s Secretaries in all the meetings. The meetings were attended by Group Chief Executive Officer (Group CEO), Chief Financial Officer (CFO), Group Chief Operating Officer (Group COO), Head of Corporate Governance & Risk Management together with the members of Senior Management and the external auditor, upon invitation, to brief the Committee on related matters. The AGRC meetings were conducted in accordance with the requisite quorum of two (2) members as stipulated in the Term of Reference (TOR) of AGRC. All AGRC meeting minutes, including meeting papers, on matters deliberated by the Committee in the discharge of its functions were properly documented. Minutes of the AGRC were circulated to the members for confirmation. Reports on the proceedings of the Committee meetings were tabled to the Board quarterly. ROLES OFTHE COMMITTEE Key areas under the purview of the AGRC include the financial reporting and performance oversight, internal audit, external audit, Related Party Transactions (RPT), Recurrent RPT, governance oversight, ethics and integrity, risk management, internal control environment, sustainability framework and anti-bribery. Further details on the functions and duties of the AGRC are provided in its TOR which is available at the Company’s corporate website at www.msmsugar.com. The AGRC’s TOR has been established pursuant to the Listing Requirements and was approved by the Board to guide the Committee in the discharge of its functions and duties. In addition, the TOR also recognises and adopts related better practices and guidance from the MCCG and the Corporate Governance Guide. The TOR of AGRC was approved by the Board on 24 July 2020. AUDIT, GOVERNANCE AND RISK COMMITTEE REPORT The existence of the Committee does not diminish the Board’s ultimate statutory and fiduciary responsibilities for decision-making relating to the functions and duties of the Committee. SUMMARY OF WORKS The salient matters that the AGRC considered during the financial year 2021 in discharging their duties and responsibilities through the 13 meetings held and various private sessions with the external and internal auditors are as follows: Financial Reporting a. Quarterly Financial Results At the AGRC meetings held on 17 February 2021, 17 May 2021, 13 August 2021 and 11 November 2021, the AGRC reviewed and discussed with Management the unaudited quarterly financial results, any changes in accounting policies, the going concerns assumptions, and ensuring that the necessary processes and controls are in compliance with accounting standards and regulatory requirements before recommended to the Board for approval. The AGRC also reviewed the reports of the external auditor from their quarterly financial statement review and significant matters highlighted by the external auditor in the financial statements and significant judgments made by Management. b. Audited Financial Statements On 12 March 2021, the AGRC together with external auditor and Management had considered and reviewed the draft of the audited financial statements for the year ended 31 December 2020 together with the Directors’ and Auditor’s Statement and concluded that the financial report presented a true and fair view of the Company’s financial performance for the year and was in compliance with regulatory requirements. WHO WE ARE STATEMENT & DISCUSSION BY OUR LEADERS HOWWE OPERATE MSM Malaysia Holdings Berhad ANNUAL INTEGRATED REPORT 2021 230
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