Maxis Berhad | Annual Report 2013

OVERVIEW OUR BUSINESS STRATEGIC REVIEW CORPORATE GOVERNANCE FINANCIAL STATEMENTS Maxis Berhad Annual Report 2013 OTHER INFORMATION 59 The Board of Maxis is pleased to present the Audit Committee Report for the financial year ended 31 December 2013. MEMBERS AND MEETINGS The Audit Committee (“the Committee”) has five members, all of whom are Non-Executive Directors and a majority of whom are independent, including the Chairman of the Committee. All members of the Committee are financially literate and are able to read, analyse, interpret and understand financial statements in order to effectively discharge their duties and responsibilities as members of the Committee. Three of the members (Robert William Boyle, Chan Chee Beng and Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda) are Fellows of the Institute of Chartered Accountants in England and Wales. Raja Tan Sri Dato’ Seri Arshad is also a member of the Malaysian Institute of Accountants. These meet the requirement prescribed under the MMLR which stipulates that an Audit Committee must comprise at least one qualified accountant as its member. Details of the Committee members and the attendance of each member at Committee meetings held during the financial year ended 31 December 2013 are set out below: NAME STATUS INDEPENDENT MEETINGS ATTENDED Robert William Boyle, Chairman of the Committee (Appointed as Chairman on 16.10.09) Non-Executive Director Yes 5 out of 5 Dato’ Mokhzani bin Mahathir (Appointed as Member on 16.10.09) Non-Executive Director Yes 5 out of 5 Asgari bin Mohd Fuad Stephens (Ceased as Member on 09.05.13) Non-Executive Director Yes 2 out of 2 Dr. Fahad Hussain S. Mushayt (Appointed as Member on 16.10.09) Non-Executive Director No 2 out of 5 Chan Chee Beng (Appointed as Member on 16.10.09) Non-Executive Director No 5 out of 5 Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda * (Appointed as Member on 30.07.13) Non-Executive Director Yes 3 out of 3 * Ms. Hamidah Naziadin was appointed as a member of Audit Committee in place of Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda (who has ceased to be a member of the Audit Committee), with effect from 1 February 2014. During the financial year, the Committee conducted five meetings. The Group’s internal and external auditors and certain members of Senior Management attended all the meetings. The Committee also held two separate private sessions with internal auditors and external auditors respectively without the presence of the Management. Deliberations during the Committee meetings were minuted. Minutes of the meetings were circulated to all members of the Board and significant issues were brought up and discussed at Board meetings. SUMMARY OF ACTIVITIES OF THE COMMITTEE The Chairman of the Committee reports regularly to the Board on the activities carried out by the Committee in the discharge of its duties and responsibilities, as set out in its Terms of Reference which is available on Maxis’ website. During the financial year, the Committee reviewed and updated its terms of reference to be in line with the Statement on Risk Management and Internal Control (Bursa Malaysia, 2013). The major activities undertaken by the Committee during the year are as follows: Risk Management and Internal Control • Reviewed with Management, the half-yearly status reports on Enterprise Risk Management including risk profile and key risks of the Group; • Reviewed the progress of the risk management function in its on-going identification and monitoring of key risks and the controls implemented by the respective departments in managing these risks; AUDIT COMMITTEE REPORT AS AT 31 DECEMBER 2013