AUDIT AND RISK COMMITTEE REPORT The Audit and Risk Committee (“ARC” or the “Committee”) Report provides insights into the manner in which the Committee has discharged its function for the Group for the financial year ended 31 December 2023 (“FY2023”) and also a summary of its various activities. FORMATION OF COMMITTEE The Audit Committee was established as a committee of the Board of Directors of GHL Systems Berhad on 11 February 2003. On 8 April 2013, the Board of Directors resolved that the Audit Committee will be renamed as the ARC. COMMITTEE COMPOSITION The ARC comprises the following four (4) members, all of whom are Non-Executive Directors with the majority being independent:- Designation Name Directorship Chairman Dato’ Chan Choy Lin, Carol Independent Non-Executive Member Matteo Stefanel Non-Independent Non-Executive Member Tan Lye Sim Independent Non-Executive Member Kung Lee See Independent Non-Executive All members of ARC are financially literate, possess a wide range of skills and expertise, and have sufficient understanding of the Company’s business and matters under the purview of the ARC, including the financial reporting process. The Chairman of ARC, Dato’ Chan Choy Lin, Carol (“Dato’ Carol”) is a member of the Malaysian Institute of Accountants (“MIA”). The current ARC composition complies with Paragraphs 15.09 and 15.10 of the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), which prescribes that the committee must be composed of not fewer than three (3) members, all of whom must be Non-Executive Directors, majority being Independent Directors, and one member must be a member of the MIA or such other requirements as prescribed or approved by Bursa Securities. ATTENDANCE OF MEETINGS The ARC held five (5) meetings during the FY2023. The Company Secretary is responsible for circulating the notice of the meetings to the Committee members prior to each meeting and recording the proceedings of the meetings held thereat. The attendance of the members of the ARC for the five (5) meetings held during the FY2023 are as follows:- ARC Members Designation Attendance Dato’ Chan Choy Lin, Carol Chairman 5/5 Matteo Stefanel Member 4/5 Tan Lye Sim Member 5/5 Kung Lee See Member 5/5 The Group Chief Executive Officer (“CEO”) and the Group Chief Financial Officer (“CFO”) were invited to all ARC meetings to facilitate direct communication related to the Group’s financial results while the Group Chief Risk Officer (“CRO”) was invited to provide information regarding the Group’s risk management activities. The Head of Group Internal Audit (“GIA”), relevant members of the Management, and the External Auditors were also invited to attend the ARC meetings, where appropriate, to present their reports on financial results, audit and other matters for ARC’s review. 55 ANNUAL REPORT 2023
RkJQdWJsaXNoZXIy NDgzMzc=