IHH Healthcare Berhad | Annual Report 2024 94 Audit Committee Report Roles of the AC The primary role of the AC is to assist the Board in fulfilling its statutory and fiduciary responsibilities for oversight of the quality and integrity of the Group’s accounting, auditing and financial reporting, as well as monitoring the effectiveness of the internal control systems. In carrying out its duties and responsibilities, the AC has the following authorities: • Approve the appointment or termination of senior staff members within the internal audit function; • Convene meetings with external auditors, internal auditors or both, excluding the attendance of other directors and employees of the Group, as deemed necessary. Meetings with the external auditors shall be held at least twice a year; • Obtain external professional advice or other relevant advice and invite persons with relevant experience to attend its meetings, if necessary; • Investigate any matter within its Terms of Reference (TOR), ensuring it has the necessary resources and have full and unrestricted access to The Audit Committee (AC) was established on 1 July 2018 following the division of the Audit and Risk Management Committee (ARMC) into two distinct committees, namely the AC and Risk Management Committee. The ARMC was originally established on 18 April 2012. Director Designation Total Meetings Attended in 2024 Chua Bin Hwee (Chairman) (Appointed on 14 August 2024) Independent Non-Executive Director 2/2 Jill Margaret Watts (Member) Independent Non-Executive Director 5/5 Dato’ Sri Muthanna bin Abdullah (Member) Independent Non-Executive Director 5/5 Satoshi Tanaka (Member) Independent Non-Executive Director 5/5 Ong Ai Lin (Chairman) (Retired on 28 May 2024) Independent Non-Executive Director 3/3 information pertaining to the Group and Management. All employees of the Group are required to comply with the AC’s requests; • Maintain direct communication channels with external auditors, internal auditors and Senior Management, including the Chief Executive Officer, the Chief Operating Officer and the Chief Financial Officer of the Group and its operating subsidiaries, in order to stay informed of matters affecting the Group; • Appoint an independent party to conduct or to assist in conducting any investigation, with the terms of appointment approved by the AC; • Authorise the AC Chairman to carry out the AC’s responsibilities as required under the Group’s Whistleblowing Policy; and • Have access to the advice and services of the Company Secretary. Terms of Reference The AC is governed by a clearly defined and documented TOR. The TOR of the AC is periodically reviewed and updated as necessary to ensure it remains current and in compliance with applicable regulations and the Group’s policies. The TOR of the AC was last reviewed and approved by the Board in August 2022. The TOR of the AC is available on the Company’s website at https://www.ihhhealthcare.com/investors/ corporate-governance. Composition and Meetings The AC is composed exclusively of Independent Non-Executive Directors, with no Alternate Director appointed as a member of the AC. The AC members bring diverse backgrounds and extensive experience in healthcare, finance, audit, business strategy, risk management, legal, cybersecurity and corporate governance. The composition of the AC complies with Paragraph 15.09(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (MMLR). The Board believes that the composition of the AC provides the appropriate balance in terms of skills, experience, gender and knowledge to ensure the effective functioning of the AC. During the financial year under review, the AC met five times. The composition of the AC and the attendance record of its members for the year under review are as follows: Governance
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