The Directors are responsible in ensuring that the annual audited financial statements of the Group and of the Corporation are drawn up in accordance with the provisions of the Companies Act 2016 and the requirements of the applicable approved Financial Reporting Standards issued by the Malaysian Accounting Standards Board. The Directors are also responsible to ensure that the annual audited financial statements of the Group and of the Corporation present a true and fair view of the state of affairs of the Group and of the Corporation as at the financial year end and of their financial performance and cash flows for the financial year then ended. In preparing the annual audited financial statements of the Group and of the Corporation for the financial year ended 31 December 2022, the Directors have ensured that: • The financial statements comply with the Companies Act 2016 and the requirements of the applicable approved Financial Reporting Standards issued by the Malaysian Accounting Standards Board; • Appropriate and relevant accounting policies were adopted and consistently applied; • Reasonable and prudent estimates and judgements were made; and • A going concern basis was adopted. The Directors are responsible to ensure that the Group and the Corporation keep accounting records which disclose, with reasonable accuracy, the financial position of the Group and the Corporation. The Directors have the overall responsibility for taking such steps that are reasonably available to them to safeguard the assets of the Group and the Corporation to prevent and detect fraud and other irregularities. STATEMENT OF DIRECTORS’ RESPONSIBILITY ADDITIONAL COMPLIANCE INFORMATION A. STATUS OF UTILISATION OF PROCEEDS Pursuant to the establishment of the Global Medium Term Notes Programme of up to USD3.0 billion in nominal value or its equivalent in other currencies (GMTN Programme) guaranteed by the Company, MISC Capital Two (Labuan) Limited, a wholly-owned subsidiary of the Company, had successfully priced its USD1.0 billion Global Medium Term Notes (Notes) in nominal value on 30 March 2022. Subsequently, the Notes comprising of USD400 million 3-year and USD600 million 5-year Notes were issued on 6 April 2022. The proceeds from the Notes were mainly used to refinance the existing borrowings of the Group. B. AUDIT AND NON-AUDIT FEES i) The amount of audit fees paid or payable to the external auditors, Ernst & Young PLT (“EY PLT”), for services rendered to the Group and the Company for the financial year ended 31 December 2022 amounted to RM5.8 million and RM0.9 million respectively. The Group and the Company also paid RM1.0 million to EY PLT for other audit services incurred in relation to the issuance of Global Medium Term Notes (GMTN) in the financial year ended 31 December 2022. ii) The amount of non-audit fees paid or payable to the external auditors, EY PLT, and their affiliated companies for services rendered to the Group and the Company for the financial year ended 31 December 2022 amounted to RM1.4 million and RM0.9 million respectively. The non-audit services rendered to the Group and the Company includes limited review of semi-annual financial results and tax advisory. C. MATERIAL CONTRACTS There were no material contracts entered into by the Company and its subsidiaries which were not in the ordinary course of business, involving the Directors’ and/or major shareholders’ interests, still subsisting at the end of the financial year ended 31 December 2022 or, if not then subsisting, entered into since the end of the previous financial year. 237 236 Governance Governance MISC Berhad Integrated Annual Report 2022
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