Eng - IOI Group

Audit Committee ReportMEMBERSDATUK HJ MOHD KHALIL B DATO’ HJ MOHD NOORChairman / Independent Non-Executive DirectorCHAN FONG ANNMember / Independent Non-Executive DirectorDATO’ YEO HOW, CPA (M), CA (M)Member / Executive DirectorDATUK KHALID B HJ HUSINMember / Independent Non-Executive Director(Resigned on 11 April 2007)TERMS OF REFERENCE1 Composition of Audit CommitteeThe Audit Committee (“the Committee”) shall be appointed by the Board of Directors from amongst its members and shall consistof no fewer than three (3) members, with a majority of the Committee being Independent Non-Executive Directors and at least onemember of the Committee being a member of the Malaysian Institute of Accountants.The Committee shall elect a Chairman from amongst its members who is an Independent Non-Executive Director.In the event that a member of the Committee resigns, dies or for any other reason ceases to be a member with the result that thenumber of members is reduced to below three (3), the Board of Directors shall, within three (3) months of that event, appoint suchnumber of new members as may be required to make up the minimum of three (3) members.2 ObjectivesThe primary objectives of the Committee are to:iProvide assistance to the Board in fulfilling its fiduciary responsibilities, particularly in the areas relating to the Company and itssubsidiary companies’ accounting and internal control systems, financial reporting and business ethics policies.iiProvide greater emphasis on the audit function by serving as the focal point for communication amongst non-CommitteeDirectors, the external auditors, internal auditors and the management and providing a forum for discussion that is independentof the management. It is to be the Board’s principal agent in assuring the independence of the Company’s external auditors, theintegrity of the management and the adequacy of disclosures to shareholders.iiiUndertake such additional duties as may be appropriate and necessary to assist the Board.IOI Corporation BerhadANNUAL REPORT 2007 66