KENANGA ANNUAL REPORT 2018

55 ANNUAL REPORT 2018 have been made. The Audited Financial Statements are also prepared on a going concern basis, as the Board has a reasonable expectation, after having made enquiries that the Group has adequate resources, to continue its operational existence in the foreseeable future. ADDITIONAL INFORMATION Audit and Non-Audit Fees The details of the audit and non-audit fees payable to the External Auditors, Messrs. Ernst & Young (“ EY ”) and its affiliates, for the Financial Year Ended 31 December 2018 are provided below. Group (RM) KIBB (RM) Statutory Audit 461,700 300,000 Audit/ Assurance Related 60,622 60,622 Non-Audit Fees – EY Assurance Team 102,500 68,000 Non-Audit Fees – EY Tax Team 112,500 47,500 Total Non-Audit 215,000 115,500 Grand Total 737,322 476,122 Related Party Transactions (“RPTs”) and Recurrent Related Party Transactions (“RRPTs”) All RPTs and RRPTs are reviewed by GIA on a quarterly basis and a report is submitted to the AC for its review. Details of these transactions are set out under Note 36 of the Financial Statements section appearing on pages 210 to 212 of this annual report. Material Contracts Involving Interests of Directors, Chief Executive Officer Who is Not a Director or Major Shareholders There were no material contracts entered into by the Company or its subsidiary companies involving the interests of the Directors, GMD or major shareholders which still subsisted at the end of the Financial Year Ended 31 December 2018. Utilisation of Proceeds Raised from Corporate Proposals On 29 January 2018 and 18 September 2018, the Company had issued RM10 million of Subordinated Notes on each date respectively under the RM250 million in nominal value Tier 2 Subordinated Note Programme which was established on 27 March 2017. The proceeds from the issuance are being utilised by the Company for working capital requirement. Details on the outstanding subordinated notes under the programme are set out under Note 26 of the Financial Statements section appearing on page 201 of this annual report. Employees’ Share Scheme After obtaining the shareholders’ approval at an EGM held on 25 May 2017, KIBB had, on 21 September 2017, established and implemented an Employees’ Share Scheme (“ ESS ” or “ the Scheme ”) of up to 10% of its total issued share capital (excluding treasury shares) at any one time during the duration of the Scheme for the eligible employees and Executive Directors of KIBB and its non- dormant subsidiary companies which will be valid for a period of five (5) years from its commencement date. The ESS may be extended for a further period of five (5) years. The ESS comprises an Employees’ Share Option Scheme (“ ESOS ”) and an Employees’ Share Grant Plan (“ ESGP ”). It is governed by the ESS By-Laws approved by the shareholders at the aforesaid EGM and administered by the ESS Committee, comprising three (3) INEDs and two (2) NINEDs. Since the commencement of the ESS on 21 September 2017, two (2) offers had been made under the ESOS on 2 January 2018 and 31 May 2018, respectively, whilst none under the ESGP. The details of the ESS are set out under Note 55 of the Financial Statements section of this annual report. CORPORATE GOVERNANCE OVERVIEW STATEMENT