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SUSTAINABILITY     EFFECTIVE        CORPORATE        FINANCIAL        ADDITIONAL    DETAILS OF THE ANNUAL
                   REPORT         LEADERSHIP       GOVERNANCE        STATEMENTS       INFORMATION    GENERAL MEETING













            The current  AGRC comprises of four (4) members, all   All  AGRC and  AC meeting minutes, including meeting
            of whom are Independent Non-Executive Directors.      papers on matters deliberated by the Committee in the
            The composition of the  AGRC complies with the Main   discharge  of  its  functions  were  properly  documented.
            Market Listing Requirement of Bursa Malaysia Securities   Reports on the proceedings of the Committee’s meeting
            Berhad (“MMLR”) pertaining to  AC that stipulates a   were tabled to the Board and minutes of AGRC and AC are
            minimum of a three-member committee with majority     circulated to the Members for confirmation.
            being  Independent Directors.  None of  the  AGRC  member
            is a former key audit partner of the Group.           ROLES OF THE COMMITTEE
            Choy  Khai  Choon  was  appointed  as  the  Chairman  of AGRC   Key  areas  under  the  purview  of AGRC  include  the  financial
            on 10 June 2020, thus satisfying the requirement of a   reporting and performance oversight, internal audit, risk,   93
            separation of power between the Chairman of the Board   managing risk and governance oversight. Further details
            and the Chairman of AGRC as prescribed by the Malaysian   on the functions and duties of the  AGRC are provided in
            Code of Corporate Governance 2017 (“MCCG 2017”).      Terms of  Reference (“TOR”) which are  available at  the
            He is a member of the Malaysia Institute of  Accountants   Company’s corporate website at http://www.msmsugar.com/
            (“MIA”) and also  an Honorary Fellow of  CPA  Australia.     our-company/corporate-governance.
            The Chairman of the Committee meets the requisite
            qualifications  as  stipulated  in  Paragraph  15.09(1)(c)(i)  of    The  AGRC’s  TOR has been  established pursuant to  the
            the MMLR.                                             MMLR and was approved by the Board to guide the
                                                                  Committee in the discharge of its functions and duties.
            Before the establishment of  AGRC, the  AC was chaired   In addition, the  TOR also recognised and adopted related
            by Dato’ Rosini  Abd Samad who is a member of the MIA.    best  practices  and  guidance  from  the  MCCG  2017  and
            She is also an Honorary Fellow of CPA  Australia and a   the  Corporate  Governance  Guide.  The  AGRC’s  TOR  was   MSM MALAYSIA HOLDINGS BERHAD   Annual Report 2020
            professional member of the Institute of Internal  Auditors   approved by the Board on 24 July 2020.
            Malaysia.
                                                                  The existence of  the Committee does not  diminish the
            The  Committee  discharges  its  responsibilities  through  a    Board’s ultimate statutory and fiduciary responsibility for
            series of scheduled meetings during the year.  The  AGRC   decision-making relating to the functions and duties of the
            meetings were continued from the previous approved    Committee.
            schedule meetings for the AC.

            There were three (3)  AC meetings held in February, March   SUMMARY OF WORKS OF THE AC AND AGRC IN 2020
            and May 2020. Upon the establishment of  AGRC, two (2)
            scheduled meetings were conducted in  August 2020 and   The summary of works below highlighted both  AC and
            November 2020 and one (1) unscheduled meeting was held   AGRC  principal  activities  in  discharging  its  responsibilities
            in September 2020.                                    through  the  six  (6)  meetings  held  and  various  private
                                                                  sessions with the external auditors and internal auditors:
            The  Company Secretary and  Chief  Internal  Auditor  of
            FGV Holdings Berhad act as the Committee’s Secretaries   Financial Reporting
            in all the meetings.  The meetings were also attended by   •    Reviewed  unaudited  quarterly  financial  results,  any
            Acting/Group Chief Executive Officer (“Acting/GCEO”),     change in accounting policies, the going concern
            Chief Financial Officer (“CFO”),  Acting/Group Chief      assumptions and compliance with accounting standards
            Operating Officer (“Acting/Group COO”), Head of Corporate   and regulatory requirements for recommendation to
            Governance & Risk Management together with the            the Board for approval.
            members  of  Senior  Management  and the  external  auditor,
            upon invitation, to brief the Committee on related issues.  •    Considered  and  reviewed  the  draft  of  the  audited
                                                                      financial statements for the year ended 31 December
                                                                      2019 in March 2020 together with the Directors’
                                                                      and  Auditor’s Statement and concluded that the
                                                                      financial report presented a true and a fair view of the
                                                                      Company’s financial performance for the year and was
                                                                      in compliance with regulatory requirements.
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