PRG Holdings Berhad Annual Report 2018

II. Risk Management and Internal Control Framework The Board discharges its responsibilities in the risk governance and oversees functions through the Risk Management Committee. The Risk Management Committee was supported by the Risk Management Team comprises the Head of Departments of respective operating divisions in overseeing the risk management matters relating to the activities of the Group. The Risk Management Committee reviews the risk management framework and processes and monitors the effectiveness of risk treat/mitigation action plans for the management and control of identified key risks. The adequacy and effectiveness of the internal controls are reviewed by the Audit Committee in relation to internal audit function of the Group. The Board places significant emphasis on maintaining a sound system of internal control covering not only financial controls but also operational and compliance controls as well as risk management in order to safeguard shareholders’ investments and the Group’s assets. The Board continuously reviews the adequacy and effectiveness of the internal control system to ensure it meets the Group’s particular needs and to manage the risks to which it is exposed. The Statement on Risk Management and Internal Control set out on Page 48 to 51 of this Annual Report provides an overview of the state of risk management and internal controls within the Group. PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS I. Communication with Stakeholders PRG ensures that its communication with its shareholders and various stakeholders is transparent, timely and with quality disclosure. The relevant information is communicated to shareholders and investors through various disclosures and announcements to Bursa Securities, including the quarterly financial results, annual reports and where appropriate, circulars and press releases. The Company makes use of a broad range of communication channels to disseminate information regarding the Company and the Group. The communication channels would include electronic facilities provided by Bursa Securities mentioned earlier, corporate website, social media, emails, road shows or events and general meetings of the Company. II. Conduct of General Meetings The general meetings including the AGM and EGM represents the principal forum for dialogue and interaction with the shareholders of the Company. During the FY2018, a general meeting being the 17 th AGM was held on 6 June 2018. In order to ensure effective participation of and engagement with the shareholders, all members of the Board attended the general meetings including the 17 th AGM to respond to the questions raised by the shareholders or proxies. The Chairman of the Board chaired the general meetings in an orderly manner and allowed the shareholders or proxies to speak at the meetings. In line with the MCCG, the notice of the 17 th AGM was issued to the shareholders at least twenty-eight (28) days before the AGM, beyond the requisite twenty-one (21) days’ notice as prescribed by the Company’s Constitution and Listing Requirements. The notice of general meeting includes details of the resolutions proposed along with any background information and reports or recommendations that are relevant. The Company adopted electronic voting technology and the resolutions tabled for shareholders’ approval at the 17 th AGM was voted by way of poll via live voting. This Statement was approved by the Board of Director of PRG on 20 March 2019. corporate governance overview statement (continued) PRG HOLD I NGS BERHAD 45