APM AUTOMOTIVE HOLDINGS BERHAD
30
AUDIT COMMITTEE
REPORT
The Audit Committee (“AC”) was formed on 1 November 1999. The current terms of reference of the AC, were
adopted by the Board of Directors at a meeting held on 22 January 2013.
Composition and Meetings
The members of the AC and their attendance at the AC meetings held during the financial year ended 31 December
2014 were as follows:
Name
Attendance
Dato’ N. Sadasivan, Chairman
,
Senior Independent Non-Executive
5/5
Dato’ Haji Kamaruddin @ Abas Nordin
,
Independent Non-Executive
5/5
Dato’ Heng Ji Keng
,
Independent Non-Executive
4/5
Terms of Reference
Membership
The AC shall be appointed by the Board from amongst the directors and must be composed of no fewer than three
(3) members. All AC members must be non-executive directors with a majority of them being independent directors.
The AC shall include at least one director who is a member of the Malaysian Institute of Accountants or alternatively, a
person who must have at least 3 years working experience and have passed the examinations specified in Part I of the
First Schedule of the Accountants Act, 1967 or is a member of one of the associations specified in Part II of the said
Schedule or fulfils such other requirements as prescribed or approved by Bursa Malaysia Securities Berhad (“Bursa
Malaysia”).
No alternate director shall be appointed a member of the AC. The members of the AC shall elect a Chairman from
among their number who shall be an independent director. In the event of any vacancy in the AC, which results in a
breach in the Main Market Listing Requirements of Bursa Malaysia (“Listing Requirements”), the vacancy must be filled
within three (3) months. The term of office and performance of the AC and each of its members shall be reviewed by
the Board at least once every three (3) years.
Authority
The AC is authorised by the Board, and at the cost of the Company, to:-
1.
investigate any matter within its terms of reference;
2.
have the resources which are required to perform its duties;
3.
have full and unrestricted access to any information pertaining to the Company or the Group;
4.
have direct communication channels with the external auditors and person(s) carrying out the internal audit
function or activity (if any);
5.
be able to obtain independent professional or other advice; and
6.
convene meetings with the external auditors, the internal auditors or both, excluding the attendance of the other
directors and employees of the Company.
