BIMB Integrated Annual Report 2017
CORPORATE GOVERNANCE OVERVIEW STATEMENT MEMBERSHIP & ATTENDANCE The AEC members and details of their attendance of the AEC meetings held during the Financial Year can be found on page 108 of this Integrated Annual Report. Presently, the AEC consists of three (3) Independent Non-Executive Directors. All members of the AEC have sufficient understanding of the Company’s business, whilst the Chairman is a member of the Malaysian Institute of Accountants (“ MIA ”). The AEC provides an independent oversight of the internal and external audit functions, internal controls and reporting requirements as well as checks and balances within the Company. The Board has established a transparent and appropriate relationship with its external auditors through the AEC. The representatives of the External Auditors, were present at the AEC meeting during deliberations which require their input and advice. In addition, the AEC had met twice with the External Auditors without the presence of Management in compliance with Main Market Listing Requirements (“ Listing Requirements ”). During such session without the presence of the Management, the External Auditors will discuss with the AEC on any issues and concerns, arising from the audit and any other relevant matters the External Auditors wish to highlight. Other Officers of the Company were also invited to the AEC meetings during the deliberation of matters related to them. The Chairman of the AEC regularly provides updates to the Board on key matters deliberated at the AECmeetings. In addition, minutes of the AEC meetings are circulated to the Board for notification. Any members of the Board may enquire or seek clarification on the matters deliberated by the AEC as recorded in the minutes. OVERVIEW OF 2017 The AEC facilitates and assists the Board in fulfilling its statutory, oversight and fiduciary responsibilities to its stakeholders. The AEC’s salient responsibilities include the review of the following: (a) integrity of the financial statements; (b) performance of the External Auditors; (c) effectiveness of internal controls; (d) performance of the Internal Audit; and (e) compliance with legal and regulatory requirements. Financial Reporting The AEC assists the Board in ensuring the financial statements of the Company and its Group is prepared in accordance with the applicable financial reporting standards. The AEC will review and determine whether in the preparation of the financial statements appropriate accounting policies have been adopted and supported by reasonable and prudent judgment and estimates. The Group Chief Financial Officer (“ GCFO ”) is responsible for the financial management of the Company. Mr. Malkit Singh Maan (“ Mr. Malkit ”), the GCFO, has 25 years of banking related experience and was previously the CFO of Bank Islam. Mr. Malkit is a Certified Practising Accountant (“ CPA ”), a member of the Australian Society of CPAs and Chartered Accountant of MIA. Details of his profile are available on page 86 of this Integrated Annual Report. With effect from 2 February 2018, Puan Noraini binti Che Dan was appointed as the AEC Chairman, replacing Datuk Zaiton Mohd Hassan who retired on 1 February 2018. Whilst the AEC TOR requires the AEC to meet six (6) times a year, during the year under review, the AEC met seven (7) times. Aside from the AEC members, the Chief Executive Officer, the Group Chief Financial Officer and the Group Company Secretary are in attendance at all the AEC meetings. 116 BIMB HOLDINGS BERHAD Integrated Annual Report 2017
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