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ENRICHING LIVES EXPANDING HORIZONS - Maxis

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206<br />

Corporate Governance<br />

AUDIT<br />

COMMITTEE<br />

REPORT<br />

Continued<br />

Internal Audit<br />

• Reviewed with the internal auditors, their audit plan for the financial year ended 31 December 2011 ensuring that principal<br />

risk areas and key processes (identified by the Enterprise Risk Management department and Internal Audit department) were<br />

adequately identified and covered in the plan;<br />

• Reviewed the recommendations by the internal auditors, representations made and corrective actions taken by Management in<br />

addressing and resolving issues and ensured that all issues were adequately addressed on a timely basis;<br />

• Reviewed the results of ad-hoc investigations performed by the internal auditors and the actions taken relating to those<br />

investigations;<br />

• Reviewed the adequacy of resources and the competencies of staff within the Internal Audit department to execute the plan, as<br />

well as the audit programmes used in the execution of the internal auditors’ work and the results of their work;<br />

• Reviewed the performance of Internal Audit department staff;<br />

• Reviewed the results of the internal assessment performed on the internal audit function; and<br />

• Reviewed the adequacy of the terms of reference of the internal audit function.<br />

Related Party Transactions<br />

• Reviewed related party transactions for compliance with the MMLR of Bursa Securities and the Group’s policies and procedures<br />

as well as the appropriateness of such transactions before recommending them to the Board for approval; and<br />

• Reviewed the procedures for securing the shareholders’ mandate for Recurrent Related Party Transactions.<br />

Employee Share Option Scheme<br />

• Verified the allocation of share options pursuant to the criteria disclosed to the employees of the Group and established<br />

pursuant to the Employee Share Option Scheme for the financial year that ended on 31 December 2011.<br />

Others<br />

• Reviewed with Management, the quarterly reports on new laws and regulations, material litigation, revenue assurance, business<br />

continuity and Enterprise Risk Management;<br />

• Reviewed with Management, the annual report on system and information security;<br />

• Reviewed the Employee Code of Business Practice, the Whistle-Blowing policy and the outcome of any defalcation cases investigated;<br />

• Reviewed the Report of the Audit Committee, the Statement on Internal Control and the Statement on Corporate Governance<br />

prior to their inclusion in the Company’s Annual Report;<br />

• Reviewed the adequacy of the terms of reference of the Committee; and<br />

• Conducted a self-assessment to monitor the Committee’s overall effectiveness in meeting its responsibilities and reported the<br />

results as well as the improvements in procedures to the Board.

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