AUDIT COMMITTEE The Audit Committee (“AC”), chaired by Mr. Simon Kua Choo Kai, assist the Board in its oversight of the Company’s financial reporting, and in fulfilling its fiduciary responsibilities relating to internal controls. This includes overseeing the proper maintenance of financial and accounting records and setting policies as well as financial reporting practices of the Group. The AC also reviews related party transactions, conflict of interest situations that may arise within the Group and the provision of non-audit services by External Auditors, if any. The AC comprised three (3) Non-Executive Directors, with majority being Independent Directors. Kindly refer to page 230 for the AC’s membership and composition and the AC Report for a summary of work carried out during the financial year 2024. The duties and responsibilities of the AC are set out in its Terms of Reference which is available at the Company’s website at www.uemedgenta.com. As at 31 December 2024, all AC members have attended at least one (1) training course related to development in accounting and auditing standards, practices and rules. The Board, through the AC, maintains a transparent and professional relationship with the Internal and External Auditors. The AC has the authority to communicate directly with both the Internal and External Auditors. The AC meets up with the External Auditors at least twice a year in the absence of the Managing Director/Chief Executive Officer and Management. The External Auditors will also attend Board Meetings for the presentation of their reports. Currently, Messrs Ernst & Young PLT provides independent and professional external auditing services to the Group. The AC conducts yearly assessment of the suitability and independence of the External Auditors. For the year under review, the External Auditors confirmed their independence in providing their services. The assessment on the External Auditors for financial year ended 31 December 2024 was facilitated by the Finance team. A set of questionnaires pertaining to the following areas were sent out to all AC members, relevant Finance personnels, Company Secretary, Head of Legal and Internal Audit for their feedback:- B EFFECTIVE AUDIT AND RISK MANAGEMENT 1) Calibre of the firm 2) Quality of processes/services/performance 3) Audit team 4) Independence, objectivity and professional scepticism 5) Audit planning, execution and conclusion 6) Audit fees 7) Audit communications The Board was satisfied with the outcome of the assessment of the External Auditors regarding their suitability and independence. Hence, the Board has recommended for their re-appointment at the forthcoming Annual General Meeting. RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK Effective Risk Management and Internal Control Framework The Board has overall responsibility for the system of Risk Management and Internal Control which includes financial controls, operational and compliance controls to ensure the safeguarding of shareholders’ investments, customers’ interests and the Company’s assets. The Board discharges its risk governance and oversight functions through the Board Governance & Risk Committee (“BGRC”), which undertakes governance and compliance duties and responsibilities in addition to the oversight of risk management matters. The BGRC reviews the effectiveness of risk management framework to manage the overall risk exposure to the Group. It also monitors the Integrity & Governance unit and oversee issues of corruption, fraud, malpractice & unethical conduct within the organisation. While the BGRC is responsible for assessing and monitoring the efficacy of the risk management controls and measures taken, the AC is responsible for reviewing the adequacy and effectiveness of the internal controls through the work performed by the Internal Audit function. For the year under review, the BGRC, chaired by Dato’ George Stewart LaBrooy, comprises a total of 4 members, with a majority being Independent Non-Executive Directors. The BGRC operates within defined terms of references. The Statement on Risk Management and Internal Control as set out on pages 245 to 252 of this Annual Report provides an overview of the state of internal controls within the Group. 239 GOVERNANCE
RkJQdWJsaXNoZXIy NDgzMzc=