Risk Management Committee
The following is the terms of reference of the
Risk Management Committee of the Company.
The Risk Management Committee comprises
Executive Directors and senior management and
shall be appointed by the Board of Directors.
The Risk Management Committee will elect its
Chairman from amongst them.
If a member of the Committee resigns, dies or
for any reason ceases to be a member, the Board
shall appoint such number of new members as may
be required to make up the composition of the
The terms of office and performance of the
Committee and each of its members shall be
reviewed by the Board from time to time.
However, the appointment of the member shall be
terminated when the member ceases to be the
employee of the Company.
quorum for the Risk Management Committee shall
be a majority of members present.
The Committee shall meet at least twice a year.
Additional meetings shall be scheduled as
considered necessart by the Committee or the
Notwithstanding the above, upon the request of
any member of the Committee, the Internal or
External Auditors, the Chairman shall convene a
meeting of the Committee to consider the matters
brought to its attention.
The Internal Auditors have the right to appear
and be heard at any meeting of the Committee and
shall appear before the Committee when required
to do so.
The non-member and employees of the Company and
of the Group shall normally attend the meetings
to assist in its deliberations and resolutions
of matters. However, the Committee shall meet
with the Internal Auditors at least once a year.
The Committee shall elect the Secretary of the
Committee from amongst of members present and
shall be responsible, with the concurrence of
the Chairman, for drawing up and circulating the
agenda and the notice of meetings together with
the supporting explanatory documentation to
members prior to each meeting.
The Secretary of the Committee shall be
entrusted to record all proceedings and minutes
of all meetings of the Committee.
The members of the Committee may, if they think
fit, confer by radio, telephone, closed circuit
television or other electronic means of audio or
audio-visual communication. A resolution passed
by such a conference shall, despite the fact
that the members are not present together in one
place at the time of the conference, be deemed
to have been passed at a meeting of the
Committee held on the day on which and at the
time at which (using Malaysian time) the
conference was held.
The Committee is authorised to identify,
evaluating, reporting of risks, implement of
appropriate risk management system and monitor
key business risks to safeguard shareholders’
investments, the Company’s assets and any matter
within its terms of reference.
The Committee is authorised to have the
resources which are required to perform its
The Risk Management Committee, through the
committee chair, shall report periodically, as
deemed necessary, at least twice a year, to the
Audit Committee. In addition, the Risk
Management Committee is responsible for
providing the members of the Audit Committee and
the Board with the summarised minutes from the
Risk Management Committee meetings, separately
identifying monitoring activities from approvals
in an appropriate and timely manner.
The Committee is authorised to have direct
communication channels with the external
auditors and internal auditors of the Company.
The Comittee is authorised to convene meetings
with the external auditors, the internal
auditors or both, to discuss their findings and
recommendations, whenever deemed necessary.
The Risk Management Committee’s primary
a) formulating a risk management framework,
b) actively identify
c) evaluating, reporting of risks
d) implement of appropriate risk management
e) monitor key business risks to safeguard
shareholders’ investments and the Company’s
Recommend to the Audit Committee and Board on
the implement of appropriate risk management
system and any matters in relation to risk
profile of the Group.
Discuss the problems and reservations arising
from their reviews and any matter the external
and internal auditors may wish to discuss.
The Internal Auditor shall be regular reviews
the working paper and recommendations from the
Committee and to discuss the reviews and other
related matters as well as the recommendations
relating thereto and to follow up on all
relevant decisions made whenever deem necessary.