TERM OF OFFICE & PERFORMANCE In order to assess the term of office of the AC members and performance of the AC in accordance with paragraph 15.20 of the MMLR of Bursa Securities, each of the AC members has performed the annual self and peer evaluation assessment and the results were tabled to the Nomination and Corporate Governance Committee (“NCGC”) for review and discussion prior to presenting the reports to the Board for evaluation at the Board meeting held on 24 February 2023. The Board was satisfied with the performance of the AC and confirmed that they have carried out their duties and responsibilities effectively in accordance with the Terms of Reference of the AC. TERMS OF REFERENCE The Terms of Reference (“TOR”) of the AC, covering its scope of duties and responsibilities, authority and other relevant matters, is made available on the Company’s website at www.pressmetal.com The TOR of the AC was reviewed and revised and subsequently approved by the Board of Directors in September 2022. SUMMARY OF THE ACTIVITIES OF AC AC meetings together with the tentative agendas are scheduled in advance of any new financial year to allow the AC members to plan ahead and incorporate the year’s meetings into their respective schedules. The agenda and meeting papers are distributed to the AC members via a secured board portal platform, which eases the process of distribution of meeting papers and minimises leakage of sensitive information, as well as enabling the AC members to have access to the papers electronically, anytime and anywhere. This practice also ensures consistency with the Board’s and Company’s commitment to sustainable practices. All proceedings of the AC meetings are duly recorded in the minutes and are properly kept by the Company Secretary. The main activities carried out by the AC during the FYE 2022 were summarised as follows:- (1) Financial Reporting (a) The AC reviewed and ensured that the quarterly financial results of the Group complied with the Malaysian Financial Reporting Standards (“MFRS”) and Appendix 9B of the MMLR. They reviewed and discussed the unaudited quarterly financial results of the Group with the Management and the External Auditors (where applicable) at the scheduled quarterly Audit Committee meetings, and recommended the same to the Board for consideration and approval before releasing to Bursa Securities. (b) Reviewed the audited financial statements of the Group and the Company for the year ended 31 December 2021 before recommending to the Board for consideration and approval. The review focused primarily on:- • major judgmental areas, significant and unusual events; • significant adjustments resulting from audit; and • the going concern assumptions (c) Reviewed and made the recommendation to the Board in respect of the proposed dividend after reviewing and considering the solvency test presented. (2) External Audit (a) Reviewed, discussed and approved the External Auditor’s terms of engagement, audit plan of the Group including the scope of work of the External Auditors to ensure it adequately covers the activities of the Group for the financial year ended 31 December 2022 at the meeting held on 25 November 2022. AUDIT COMMITTEE REPORT Cont’d PRESS METAL ALUMINIUM HOLDINGS BERHAD 67
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