Page 55 - Annual Report 2021
P. 55

basis. Additional special meetings   conflict of interest            •  accounting practices and internal
           are conducted should circumstances   The Board and its Committees have      audit;
           warrant such meetings be held,    disclosed to the Board/ Committee   •  annual and interim reports;
           to approve corporate proposals,   (through the Company Secretary) any   •  internal financial controls;
           strategic business plans and      actual or potential conflict of interest in   •  or any other related matter(s).
           direction, or any other matters that   directorship or shareholdings and duly
           require the Board’s decision. For   restricted/abstained themselves from   The Committee shall submit any
           matters requiring urgent Board’s   voting where relevant.            matters of concern in the UMH Group’s
           decision and approvals during                                        accounting practices, financial control,
           the intervals between Board       group company secretary            and reporting covering:
           meetings, circular resolutions are   The Group Company Secretary is
           submitted to the Directors together   suitably qualified and competent   •  consistency in the implementation
           with all relevant information     to support the Board in providing      of accounting standards across the
           and explanation required for an   sound governance advice, ensuring      Group;
           informed decision to be made.     adherence to rules and procedures   •  report and recommendation on
                                             and advocating adoption of corporate      beneficial accounting methods;
           Board assessment                  governance best practices.         •  any occurrence of significant
           UMH adopts Board assessments as                                         adjustments resulting from audits.
           part of its on-going commitment   auDit anD risK cOMMittEE
           to upholding the highest standards   The Audit and Risk Committee (“ARC”)   The Committee shall comment on
           of corporate governance in line   has been established as a committee   the annual consolidated report on
           with the recommendation of        of the Board with the primary objective   financial statements, the accounting
           Malaysian Code on Corporate       of assisting the Board to:         policies, practices and effectiveness of
           Governance. The Board had                                            the internal controls procedures and
           approved the implementation       •  Oversee the Group’s financial      policies, and recommend to the Board
           of an internal assessment on         reporting, risk management and    whether or not to adopt the annual
           Directors/Committees of the          internal control procedures working    financial statements.
           Board in ensuring that their roles      with its internal and external
           and responsibilities are executed      auditors.                     internal control and risk
           effectively.                      •  Discharge its statutory and fiduciary    Management
                                                responsibilities of overseeing the    The Committee shall have oversight of
           conduct of Meetings                  financial risk processes and    the following areas:
           At each meeting, the Chairman of      accounting and financial reporting    •  Oversee and monitor development
           the Board and the respective Board      practices within the UMH Group.     and annual review of a policy and
           Committees brief and outline the   •  Review the quality of the UMH         plan for risk management.
           agendas for the meetings. The        Group’s accounting function, financial   •  Oversee continuous assessment of
           Board members deliberate on the      reporting and internal control     risk management and ensure
           viability of business proposals   •  Enhance the independence of the      management conformance.
           and the principal risks that may have      external and internal audit functions    •  Monitor and review the principal
           a significant impact on the Group’s      by providing direction and oversight       risks and consider the risk appetites
           business or on its financial position, as      of these functions.      to achieve the Company’s targets
           well as the mitigating factors.   •  Ensure that an effective ethics and      and objectives.
                                                integrity programme is implemented    •  Review the internal auditor’s reports
           access to information and advice     across the Group and monitor       against management’s report and
           The Board and its Committees have      compliance with established policies      assess adequacy and effectiveness
           unrestricted access to the advice and      and procedures.              of the systems for reporting, internal
           services of the officers and employees                                  controls, and risk management.
           of UMH and may engage independent   Financial statements             •  Review the annual financial report
           third parties as deemed necessary, in   The Committee shall monitor the      and accounts on the Company
           discharging their duties and fulfilling   integrity of the UMH Group’s financial      internal controls and risk management
           their obligations, at the expense of the   statements. These include oversight of      framework prior to submission to
           Group.                            the:                                  the Board for endorsement.




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