Audit
Committee
k.
Direct and where appropriate supervise any special projects or investigation considered necessary, and review investigation reports on any major defalcations,
frauds and thefts.
l.
Review procedures in place to ensure that the Group is in compliance with the Companies Act, 1965, Bursa Securities Listing Requirements and other legislative
and reporting requirements.
m. Review any related party transaction and conflict of interest situation that may arise within the Company or the Group, including any transaction, procedure or
course of conduct that raises question on management integrity.
n.
Prepare reports, if the circumstances arise or at least once (1) a year, to the Board summarising the work performed in fulfilling the Committee’s primary
responsibilities.
o.
Review the allocation of options pursuant to WSC Group’s Employees Share Option Scheme (if any).
p.
Any other activities, as authorised by the Board.
3. MEMBERS AND MEETINGS
The Audit Committee meets regularly at least four (4) times annually, with due notice of issues to be discussed and its conclusions duly recorded and minuted by the
Company Secretary in attendance towards discharging of its duties and responsibilities. Additional meetings may be held at the request of the Board, the Committee, the
Management, the External or Group Internal Auditors.
Nonetheless, the Chairman and the Audit Committee members have free and direct access to consult, communicate and enquire with any Senior Management of the
Company as well as the External Auditors at any time.
The Chief Financial Officer of Oil and Gas Division, Financial Controller of Industrial Services Division, Head, Group Tax, Strategic Finance and Special Projects and the
Head, Group Internal Audit attend such Audit Committee Meetings and the representative of the External Auditors are encouraged to attend whenever possible. Other
Directors may be invited to attend such Audit Committee Meetings when necessary. The Audit Committee will meet the External Auditors at least twice (2) a year without
the presence of any executive Board member and Management.
Members and details of attendance of Directors at the Audit Committee Meetings of the Company for the financial year ended 31 December 2014 are as follows:
Name of Directors
Directorship
Date of Appointment
No. of Meetings
Attended
Halim Bin Haji Din (Chairman)
Independent Non-Executive Director
22 May 2002
5/5
Tan Sri Ab Rahman Bin Omar (Member)
Independent Non-Executive Director
1 October 2003
(Cessation of office on 20 June 2014)
2/3
Professor Tan Sri Lin See Yan (Member)
Senior Independent Non-Executive Director
20 July 2004
5/5
Pauline Tan Suat Ming (Member)
Non Independent Non-Executive Director
25 August 2014
1/1
19
Wah Seong Corporation Berhad • Annual Report 2014