Board Audit & Examination Committee (BAEC) Report Members Nuraini Ismail Independent Non-Executive Director Dato’ Professor Dr. Noor Inayah Yaakub Independent Non-Executive Director Appointed w.e.f. 7 April 2023 Mohd Yuzaidi Mohd Yusoff Independent Non-Executive Director Ceased to be a member w.e.f. 7 April 2023 Dato’ Sri Khazali Ahmad Independent Non-Executive Director Retired w.e.f. 2 January 2023 Mohamed Ridza Mohamed Abdulla Non-Independent Non-Executive Director Retired w.e.f. 1 December 2022 MEMBERSHIP In 2022, the BAEC was chaired by Datuk Bazlan Osman who was appointed on 7 January 2022. During the period under review, two (2) members of the BAEC retired, namely, Mohamed Ridza Mohamed Abdulla and Dato’ Sri Khazali Ahmad on 1 December 2022 and 2 January 2023, respectively. Following the said retirement, the BAEC was left with three (3) members, all of whom are Independent Non-Executive Directors. The said composition complies with the Main Market Listing Requirements (MMLR) of Bursa Malaysia Securities Berhad (Bursa Malaysia) which prescribes the BAEC must consist of at least three (3) members. In fact, the said composition of 100% Independent Non-Executive Directors in the BAEC is in line with Malaysian Code on Corporate Governance (MCCG) 2021. On 7 April 2023, Dato’ Professor Dr. Noor Inayah Yaakub was appointed as a new member of the BAEC. She replaced Mohd Yuzaidi Mohd Yusoff. With the said changes in the BAEC, its composition remains with three (3) Independent Non-Executive members. Roles and Responsibilities The BAEC is committed to carry out its functions in ensuring that the Group has in place an internal control system that is effective and transparent. The BAEC also independently monitors the performance of the internal and external audit functions. The BAEC plays a key role in supporting the Board’s functions. With the composition of 100% Independent Non-Executive Directors in the BAEC, the BAEC is positioned to challenge the Management’s process of internal controls and financial reporting within the Group. It oversees the internal auditors and External Auditors of the Group and provides an independent judgement on their effectiveness. The BAEC is a committee that has been delegated by the Board and has express authority to look into any matters that fall within the scope of its mandate. It has full access to the Management. In the discharge of its functions, the BAEC has complete and unrestricted access to information and may seek independent professional advice as and when necessary. Datuk Bazlan Osman Independent Non-Executive Director Integrated Report 2022 202
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