UEM EDGENTA BERHAD Integrated Annual Report 2025 236 EFFECTIVE AUDIT AND RISK MANAGEMENT B AUDIT COMMITTEE (“AC”) The AC, chaired by Mr. Simon Kua Choo Kai, assists the Board in fulfilling its oversight responsibilities in relation to the Company’s financial reporting and internal control. The AC is responsible for overseeing the proper maintenance of financial and accounting records, reviewing and setting the Group’s financial reporting policies and practices. In addition, the AC reviews related party transactions, monitors potential conflict of interest situations that may arise within the Group, oversees the provision of non-audit services by the External Auditors, where applicable, to ensure that auditor independence is not compromised. The AC comprises three (3) Non-Executive Directors, the majority of whom are Independent Directors, in line with good corporate governance practices. Details of the AC’s membership/composition and a summary of key activities undertaken by AC during the financial year 2025 are provided in the AC Report on pages 239 to 242, while the roles and responsibilities of the AC are outlined in its Terms of Reference which is available on the Company’s website at www.uemedgenta.com. The Board, through the AC, maintains a transparent, objective, and professional relationship with both the Internal and External Auditors. The AC is empowered to communicate directly with the auditors and has unrestricted access to all information considered necessary for the proper discharge of its duties. Private session is planned for the AC to meet with the External Auditors at least twice a year without the presence of the Managing Director/Chief Executive Officer or Management. The External Auditors also attend Board meetings for the presentation of their reports. Messrs Ernst & Young PLT currently serves as the External Auditors of the Group, providing independent and professional assurance services. The AC conducts an annual assessment of the External Auditors’ suitability, performance and independence. For the year under review, the External Auditors confirmed their independence in carrying out their audit services. For the financial year ended 31 December 2025, the assessment of the External Auditors was coordinated and facilitated by the Finance team. As part of this evaluation process, a comprehensive set of questionnaires was circulated to all members of the AC and the relevant personnel in Finance, Corporate Secretarial function, Internal Audit function, Human Resource function and Digital, Technology and Innovation function. The assessment covered the following key areas: 1. Calibre of the firm 2. Quality of processes, services and overall performance 3. Audit team’s competence and responsiveness 4. Independence, objectivity and professional scepticism 5. Audit planning, execution and conclusion 6. Audit fees and value delivered 7. Quality and clarity of audit communications The Board reviewed the consolidated feedback and was satisfied with the suitability and independence of the External Auditors. Based on the positive outcome of the assessment, the Board has recommended their re-appointment at the forthcoming Annual General Meeting. RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK Effective Risk Management and Internal Control Framework The Board acknowledges its overall responsibility for maintaining a sound system of risk management and internal control, encompassing financial, operational and compliance controls. This framework is designed to safeguard shareholders’ investments, protect customers’ interests and ensure the security and proper use of the Company’s assets. To discharge its risk governance and oversight responsibilities, the Board is supported by the Board Governance and Risk Committee (“BGRC”). The BGRC oversees governance, compliance and risk management matters, and periodically reviews the effectiveness of the Group’s risk management framework in managing overall risk exposures. The BGRC also monitors the activities of the Integrity & Governance unit, providing oversight of matters relating to corruption, fraud, malpractice and unethical conduct within the organisation. While the BGRC evaluates and monitors the adequacy of the Group’s risk management controls and measures, the AC is responsible for reviewing the adequacy and effectiveness of the internal control system, primarily through the work undertaken by the Internal Audit function. The BGRC is chaired by Dato’ George Stewart LaBrooy. With a membership of four (4) in BGRC, majority of whom are Independent Non-Executive Directors. The BGRC operates in accordance with its clearly defined Terms of Reference, which outline its roles, responsibilities and authority. The Statement on Risk Management and Internal Control as set out on pages 243 to 252 of this Annual Report provides an overview of the state of internal controls within the Group. CORPORATE GOVERNANCE OVERVIEW STATEMENT
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