KENANGA INVESTMENT BANK BERHAD INTEGRATED ANNUAL REPORT 2024 WE ARE KENANGA OUR SUSTAINABILITY APPROACH LEADERSHIP STATEMENT HOW WE ARE GOVERNED FINANCIAL STATEMENTS SHAREHOLDERS’ INFORMATION ADDITIONAL INFORMATION OUR VALUE CREATION APPROACH 137 136 The AC at its meeting on 24 January 2024 had taken note of GIA’s Annual Confirmation on Organisational Independence of Internal Audit Activity for the Financial Year 2023 in line with the International Standards for Professional Practice of Internal Auditing (Standards – 1110). For the purpose of evaluating the performance of the GCIA, the AC had at its meeting on 24 January 2024, reviewed and deliberated on the GCIA’s 2023 Performance Appraisal and 2024 Balanced Scorecard, prior to submission of the same to the Group Governance, Nomination & Compensation Committee (“GNC”) for its further recommendation to the Board of KIBB for approval. The revised 2024 Balanced Scorecard incorporating the feedback provided by the AC, was recommended to the GNC for the latter’s further recommendation to the Board of KIBB for approval by the AC at its meeting held on 24 January 2024. The AC’s recommendation on the GCIA’s 2023 Performance Appraisal and 2024 Balanced Scorecard were subsequently approved by the Board of KIBB on 31 January 2024 and 7 March 2024 respectively. The AC had also at its meetings on 29 April 2024 and 25 July 2024, deliberated on the GCIA’s Individual Development Plan (“IDP”). Progress update on the implementation of the IDP had also been provided to the AC. The AC at its meeting on 24 October 2024, had taken note of the results of the Internal Quality Assessment Review, being part of GIA’s Quality Assurance and Improvement Programme to assess the Internal Audit activity’s conformance with the Internal Audit Standards for the Internal Audit Staff (Pillar 2). The AC, at all of its quarterly meetings also reviewed and noted the confirmed minutes of meetings of the Audit & Risk Committee of Kenanga Investors Berhad and the Group Outsourcing & Procurement Committee of KIBB. Regulatory Examinations/ Inspection Report As stipulated in its TOR, the AC also deliberates on reports issued by the regulators arising from their examinations or inspections on entities within KIBB Group. This is to ensure proper and adequate implementation of appropriate remedial and corrective measures in respect of the findings raised by the respective regulators arising from their respective examinations/ inspections. There was no regulatory report tabled at the AC for the year 2024. Related Party Transactions and Conflict of Interest The AC considered transactions with a related party and/ or interested persons to ensure that such transactions are undertaken on an arm’s length basis, on normal commercial terms consistent with KIBB Group’s business practices and policies, not prejudicial to the interests of KIBB and its minority shareholders and on terms which are generally no more favourable to the related parties and/ or interested persons. During its quarterly meetings, the AC also reviewed the existing related party transactions and recurrent related party transactions entered into by the Company and/ or its group of companies to ensure compliance with the MMLR of Bursa Malaysia. During the Financial Year 2023, no new related party transactions and/ or recurrent related party transactions were reported. In terms of conflict of interest, it was managed by Group Business Ethics and Integrity (“GBEI”), the details of which are provided under Paragraph 3.9(a) below. d e f g h 3.4 3.5 Disclosure for Annual Report 2024 Under its TOR, the AC was also tasked to review the accuracy and adequacy of the Chairman’s Message to be disclosed in KIBB’s Annual Report, corporate governance disclosures and internal control, interim financial reports and preliminary announcements in relation to the preparation of financial statements. In this regard, the AC at its meetings on 24 January 2024 and 26 March 2024 respectively, had reviewed and recommended to the Board of KIBB for approval, the following reports and/ or statements: For Disclosures in KIBB’s 2024 Annual Report For Announcement to Bursa Malaysia Together with the Announcement of KIBB’s 2024 Annual Report At the same meeting, the AC had also granted its concurrence on the Chairman’s Message and the Group Managing Director’s Management Discussion & Analysis Statement for incorporation into KIBB’s 2024 Annual Report. The AC’s recommendation was subsequently approved by the Board of KIBB on 31 January 2024 and 4 April 2024 respectively. List of Disciplinary Actions Meted Out on Employees’ Misconducts within KIBB Group The list of disciplinary actions meted out on KIBB Group’s employees who had committed misconduct was tabled by Group Human Resource for the AC’s notation at its meetings held on 27 February 2024, 25 July 2024 and 24 October 2024. Post Approval Review by Independent Credit Review Unit (“ICR”) Pursuant to Paragraph 17.5 of BNM’s Policy Document on Credit Risk, the outcomes of independent credit reviews are required to be escalated directly to the Board Risk Committee, Board Audit Committee and Senior Management. In fulfilling the aforementioned requirement, ICR of Group Risk Management, upon completion of its reviews, would table its review reports to the AC for its deliberation. 3.6 3.7 3.8 Statement on Risk Management and Internal Control Sustainability Report AC Report CG Report Sustainability Statement Corporate Governance (“CG”) Overview Statement AUDIT COMMITTEE REPORT AUDIT COMMITTEE REPORT
RkJQdWJsaXNoZXIy NDgzMzc=