AUDIT, GOVERNANCE AND RISK COMMITTEE REPORT Others a. Reviewed and recommended the Corporate Governance Report and the following reports for Board’s approval for inclusion in the Annual Report 2020: • Corporate Governance Overview Statement. • AGRC Report. • Sustainability Reporting on Economic, Environmental and Social. • Statement of Risk Management and Internal Control. The Committee reviewed the reports with focus on meeting the Listing Requirements and reporting best practices based on the guidance from the MCCG 2017 (now revised in 2021), Guidance to Directors of Public Listed Companies on the Statement of Risk Management and Internal Control and other best practice references. b. Reviewed and approved the Schedule of AGRC meetings for year 2022. RELATIONSHIPWITH EXTERNAL AUDITOR Through the AGRC, MSM Group maintain a professional and transparent relationship with its external auditor. The External Auditor Policy (Policy) was developed to provide guidance on matters related to dealing with the firm of professional accountants which is or will be appointed as the external auditor for the statutory audit of MSM Group. This Policy was approved by the Board on 23 February 2016 and will be further reviewed to update based on the latest requirement and best practices. The Policy covers appointment and re-appointment of external auditor, assessment of external auditor’s performance and independence, audit partner rotation, audit delivery and reporting, engagement of external auditor for non-audit services and removal of external auditor. During the financial year ended 31 December 2021, other than the assurance service for review of quarterly Bursa announcement, there were also other non-audit services rendered by the external auditor amounting to RM136,000. The non-audit fees relate to two engagements carried out in respect of Divestment of MSM Perlis; a sum of RM99,000 of the total was approved by the Board on 24 February 2021 and the remainder was approved on 25 November 2021. CONTINUOUS LEARNING AND DEVELOPMENT The Committee members are regularly kept updated on changes to accounting standards and issues related to financial reporting through quarterly meetings. The members of the Committee had attended various seminars, training programme and conferences to keep abreast with changes in the industry and business environment. Further details on the training attended by the Committee’s members during the financial year 2021 are detailed out in the Corporate Governance Overview Statement under Directors’ Training on page 220 of this Annual Integrated Report. COMMITTEE EVALUATION For year of assessment 2021, Board Evaluation Assessment was carried out in 2022 which encompassed the performance of the Committee and its Chairman as well as the Independence of the Independent Directors. The assessment focused on how effective the Committee had conducted its activities in 2021. INTERNAL AUDIT FUNCTION The Internal Audit function for MSM Group is outsourced to the holding company, FGV Holdings Berhad (FGV) Group Internal Audit Division (GIA). The Chief Internal Auditor reports functionally directly to the AGRC of MSM. The conduct of GIA is based on a Group Internal Audit Charter, which was established consistent with the requirements of Institute of Internal Auditor’s International Professional Practise of Framework and affirmed through a Quality Assurance Review once every 5 years with the most recent review in 2020. WHO WE ARE STATEMENT & DISCUSSION BY OUR LEADERS HOWWE OPERATE MSM Malaysia Holdings Berhad ANNUAL INTEGRATED REPORT 2021 234
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