a Received and reviewed all 59 internal audit reports issued in 2024 to the Chairman and members of the AC. These reports were from assignments undertaken as part of the internal audit plan along with any unplanned investigations and special assignments conducted by GIA. b Reviewed the following at each quarterly meeting in 2024: • A report summarising the main observations from the internal audit reports issued during the quarter. The AC directed Management on key matters requiring special and immediate attention. The AC reported to the Board on these important matters. • A report on the progress of implementing of the approved internal audit plan for 2024, including the status of internal audit resources to support this implementation and development progress of the internal audit employees. • A report on the progress of implementation of the recommendations from the internal audit reports that were issued. The Board was informed of delays in implementing the recommendations. INTERNAL AUDIT PROCESS AND OUTCOME c Performed the following: • Reviewed and approved the internal audit plan for 2024 along with the scope, functions, resources, budget and KPIs of the GIA function and reported to the Board accordingly. • Assessed the performance of the Chief Internal Auditor, including an assessment of the effectiveness of the GIA function in relation to the Institute of Internal Auditors’ International Professional Practices Framework. • Assessed the Chief Internal Auditor’s performance salary, increment, bonus adjustment, and renewal of her employment contract. T he Chairman of the AC held four private meetings and discussions with the Chief Internal Auditor and her team to discuss developments relevant to the internal audit work, provide direction for a more effective audit plan, and to be apprised of or after guidance on major internal audit observations and related matters aimed at improving the governance, risk, and control processes of the FGV Group. Occasionally, the AC also made special requests for areas of concern to be investigated or given attention during the audits. a Reviewed the quarterly report on the recurrent related party transactions of the Group and noted that the related party transactions were within the mandate from the shareholders. b Reviewed the circular to shareholders to seek a mandate for recurrent related party transactions at the 16th AGM in 2024. RECURRENT RELATED PARTY TRANSACTIONS MONITORING OF THE GROUP c Reviewed the internal audit report on the annual recurrent related party transactions review. d Reviewed justifications of the FGV Group’s major recurrent related party transactions that were not supported by contemporaneous pricing. a Requested a special review and investigations regarding governance and non-compliance matters. b Considered the investigation reports and related information from forensic and internal investigations. INVESTIGATIONS AND SPECIAL REVIEWS c Deliberated on the findings and sought relevant clarification to ensure that the investigations were comprehensive. a For the financial year under review, the AC conducted a review of all Conflict of Interest (COI) and potential COI declarations submitted by the Directors and key senior management of the Company. CONFLICT OF INTEREST/POTENTIAL CONFLICT OF INTEREST b For the financial year 2024, no COI or potential COI, including interest in competing businesses was identified or disclosed. EFFECTIVE AUDIT AND RISK MANAGEMENT 215 Sec 07 SUSTAINING VALUE THROUGH GOOD GOVERNANCE (CORPORATE GOVERNANCE OVERVIEW STATEMENT)
RkJQdWJsaXNoZXIy NDgzMzc=