Page 56 - Annual Report 2021
P. 56

Overview  Leadership  Message  Business Segment   Moving Forward  Our Resources  Working for a   corporate   Financial
                                     Review         Plan                      Better Tomorrow  governance  Statements




          COrPOraTE GOvErnanCE




          Whistleblowing, Bribery, corruption
          and Fraud
          The Committee shall review the Group’s:

          •  Arrangements to provide a safe
             environment for employees to raise
             issues and concerns, in confidence,
             on possible wrongdoings in financial
             reporting or other matters, including
             bribery and corruption. The
             Committee shall ensure such
             arrangements will provide for the
             appropriate and independent
             investigation of such issues and
             follow up procedures.
          •  Procedures and control systems on
             prevention and detection of bribery,      action and responsiveness to the       the  audit team from key members
             fraud, and corruption.            external auditor’s findings and       that were involved.
          •  Reports on non-compliance against      recommendations.          •  Conduct a separate meeting with the
             Group policy and ensure that       •  Oversee work of the external auditor      external auditor, without
             arrangements are in place to      and review:                       management, at least once a year.
             investigate such cases through         - the findings of their audit;
             independent third parties, where      -  significant issues that may have    Other Matters
             and if appropriate.                been identified;              The Committee shall:
                                               -  resolution by management and
          internal audit                        enquire or report on unresolved    •  Have access to resources, including
          The Committee shall:                  issues;                          the company secretarial assistance
                                               -  any key accounting and audit         as required.
          •  Review performance of the internal        judgments;             •  Undertake other oversight functions
             audit  service provider and endorse      -  the extent of errors identified        as determined by the Board.
             appointment or removal as           during the audit;            •  Where necessary, institute special
             necessary.                        -  errors that have remained          investigations and, if appropriate,
          •  Approve the scope and plan of the        unadjusted.                hire such experts as required to
             internal audit function, considering   •  Oversee and monitor management’s       assist in accordance with UMH
             the schedules of the external          action and responsiveness to the      Group procedures and guidelines.
             auditor.                          external auditor’s findings and   •  Review the present Term of
          •  Review performance of the internal      recommendations.            Reference on an annual basis.
             audit service provider and appoint   •  Carry out a post-audit cycle review
             or remove as necessary.           to ascertain the quality and   chairperson
          •  Receive reports and review the      effectiveness of the audit process to:  •  The Committee members are
             internal auditor’s work results      -  review if auditors met the agreed      appointed by the Board based on the
             periodically, ensuring alignment       audit plan;                  recommendation of the Nomination
             with the internal audit plan.     -  understanding the rationale for      and Remuneration Committee (“NRC”)
          •  Conduct a separate meeting with       the  changes, including changes in      and shall comprise a Chairman and
             the internal auditor, without       perceived audit risks and the work      at least two other members.
             management, at least once a year.      undertaken by the external
                                                auditors to address those risks;  Membership
          External audit                       -  review and endorse the fees
          The Committee shall:                  charged by the external auditor;  •  The members of the Committee
                                               -  review the performance of the       shall be appointed by the Board.
          •  Review the nature and scope with       auditors in handling key accounting   •  Of the Committee, at least one
             the external auditor before the       and auditing judgments and their      member shall have substantial
             commencement of the audit.         responses to the Committee;      relevant and recent financial
          •  Oversee and monitor management’s       -  solicit feedback on the conduct of      experience, and at least one shall be



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