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Annual Report 2012, PDF - Axiata Group Berhad - Investor Relations

Annual Report 2012, PDF - Axiata Group Berhad - Investor Relations

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<strong>Axiata</strong> <strong>Group</strong> <strong>Berhad</strong> (242188-H) <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong>xi.Be informed, referred to and agree on theinitiation, commencement and mechanism ofany disciplinary proceeding/investigation,including the nature and reasons for the saiddisciplinary proceeding/investigation, as well asthe subsequent findings and proposeddisciplinary actions against the GCIA. As anemployee of the <strong>Group</strong>, the GCIA is subject tothe <strong>Group</strong>’s human resources policies andguidelines, including disciplinary proceedings/investigations and actions.xii. Ensure that AGIA be independent of theactivities they audit and perform audits withimpartiality, proficiency and due professionalcare. The Board or the BAC should determinethe remit of AGIA.xiii. Discuss problems and reservations arising fromthe internal audit results, reports or any mattersthe Internal Audit may wish to discuss in theabsence of management where necessary.3.4 Company Oversighti. Review the adequacy and integrity of the<strong>Group</strong>’s internal control systems andmanagement information systems, includingsystems for compliance with applicable laws,rules, directives and guidelines.iv. Review the management’s monitoring ofcompliance with the Company’s code ofbusiness ethics.v. Monitor the process for dealing with complaintsreceived by the <strong>Group</strong> regarding accountingissues, internal control matters or auditingmatters and the confidential, anonymoussubmission by employees of concerns regardingquestionable accounting or auditing matters.vi.Consider and review any significant transactions,which are not within the normal course ofbusiness and any related party transactions andconflict of interest situations that may arisewithin the <strong>Group</strong> including any transaction,procedure or course of conduct that raisesquestions of the management integrity andreport the same to the Board.vii. Verify the allocation of share options or awardsgiven to the <strong>Group</strong>’s eligible employees is inaccordance with the criteria for the employeesshare option and share scheme and the MainLR at the end of each financial year.viii. <strong>Report</strong> promptly to Bursa Securities if the BACviews that a matter resulting in a breach of theMain LR reported by the BAC to the Board hasnot been satisfactorily resolved by the Board.ii.iii.Review the Company’s policies and practiceswith respect to risk assessment andmanagement.Consider major findings of internal investigationsand the management’s response.(For details of the ToR, please refer to our website)113

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