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Amtel Holdings Berhad - Company Announcements - Bursa Malaysia

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20<br />

<strong>Amtel</strong> <strong>Holdings</strong> <strong>Berhad</strong> 2003 annual report<br />

be a member of <strong>Malaysia</strong>n Institute of Accountants or possess equivalent<br />

qualifications recognised under the Accountants Act, 1967. No alternate director<br />

shall be appointed to the Committee. The Committee shall elect a chairman from<br />

among their number who shall be an independent director. The Board shall review<br />

the term of office and performance of the Committee and each of its members at<br />

least once every three years.<br />

(2) Meetings<br />

The Committee shall meet not less than four times during each financial year with a<br />

quorum of at least two members who must be independent directors. Any member of<br />

the Committee, the <strong>Company</strong>’s Chief Executive or the external auditors of the<br />

<strong>Company</strong> may request for a meeting of the Committee to be held if they consider it<br />

necessary. The Secretary of the <strong>Company</strong> or her representative shall act as secretary<br />

of the Committee.<br />

(3) Authority<br />

The Committee shall be authorised by the Board to perform and investigate any<br />

activity within its Terms of Reference and the Committee shall be empowered to<br />

obtain any information from the <strong>Company</strong> and/or its employees and to procure any<br />

professional and independent advice as may be necessary, in order to fulfill its<br />

responsibilities.<br />

(4) Functions<br />

• To review with the auditors, the audit plan;<br />

• To review with the auditors, their audit report and evaluation of the internal<br />

system of accounting controls;<br />

• To review the assistance given by the employees of the Group to the auditors;<br />

• To review the accounting policies adopted and any changes in accounting<br />

principles or practices;<br />

• To review the internal audit functions and the effectiveness and quality of the<br />

management information systems and other systems of accounting controls within<br />

the Group;<br />

• To review the compliance with accounting standards and requirements of the<br />

Stock Exchange;<br />

• To review the quarterly results and year end financial statements prior to the<br />

approval of the Board;<br />

• To review any related party transactions and conflict of interests situation that may<br />

arise within the Group;<br />

• To consider and/or recommend the appointment of the external auditors and their<br />

remuneration and any issue arising from their resignation or dismissal; and<br />

• To undertake any other functions as may be agreed between the Committee and<br />

the Board.

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