KENANGA ANNUAL REPORT 2020

74 3 1 2 4 5 6 7 HOW WE ARE GOVERNED AUDI T COMMI TTEE REPORT 1. COMPOSITION 1.1 The Audit Committee ( “AC” ) of Kenanga Investment Bank Berhad ( “KIBB” or “the Company” ) presently comprises four (4) members of the Board of Directors ( “Board” ), three (3) of whom are Independent Non-Executive Directors ( “INED” ) and one (1) is a Non-Independent Non-Executive Director ( “NINED” ) as follows: NOTE Encik Izlan Izhab ceased to be member of the AC effective from 1 January 2021 upon his retirement as an INED of KIBB. 1.2 The composition of the AC is in line with Paragraphs 15.09(1)(a) and 15.09(1)(b) of the Main Market Listing Requirements ( “MMLR” ) of Bursa Malaysia Securities Berhad ( “Bursa Securities” ) which require the AC to comprise no fewer than three (3) members, all of whom must be Non-Executive Directors, with a majority of them being Independent Directors. Two (2) of the AC members, namely Jeremy Nasrulhaq, currently the Chairman of the AC and Kanagaraj Lorenz, are members of the Malaysian Institute of Accountants and the Malaysian Institute of Certified Public Accountants respectively, in line with the requirements of the MMLR of Bursa Securities. This strengthens the effectiveness of the AC and facilitates the AC’s succession plan in terms of its membership to ensure full compliance with the relevant regulatory requirements. 1.3 The effectiveness of the AC as a whole, as well as, its members individually, is assessed annually in accordance with the Board Evaluation Framework based on a set of criteria covering the areas of composition, processes and procedures, interaction with Management, as well as, roles and responsibilities. Based on the assessment conducted in 2020, the Board is satisfied with the performance of the AC and with the manner in which the AC has discharged its roles and responsibilities as stipulated in its Terms of Reference ( “TOR” ), which is available at the Company’s corporate website at www.kenanga.com.my . 2. AC MEETINGS HELD DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2020 2.1 During the Financial Year Ended 31 December 2020, the AC had convened eight (8) meetings, inclusive of one (1) joint meeting with the Group Board Risk Committee ( “GBRC” ). The meetings were appropriately structured where members were given the agenda and sufficient notification. The AC meetings were of adequate length to allow the AC to accomplish its agenda with sufficient time to discuss the emerging issues. The AC conducted its meeting in an open and constructive communication mode and encouraged focused discussion, questioning and expressions of differing opinions. 2.2 The Group Chief Internal Auditor ( “GCIA” ) attended all meetings of the AC to present the respective internal audit reports. As and when necessary, the AC would request the attendance of relevant personnel at its meetings to brief the AC on specific issues arising from the internal audit reports. The Group Chief Financial and Operations Officer ( “GCFOO” ) on the other hand, attended the AC meeting to present the unaudited quarterly financial statements, audited financial statements, as well as, other financial reporting related matters for the AC’s deliberation and recommendation to the Board for approval. 2.3 In addition, separate private discussions were also held between the Chairman of the AC and/or the AC with the GCIA and between the AC and the External Auditors, Ernst & Young PLT, without the presence of Management. During the financial year under review, the AC met with the External Auditors without Management’s presence twice, i.e. on 30 January 2020 and 27 October 2020, after the tabling of the Audit Results in respect of the Financial Year Ended 31 December 2019 and the External Auditors’ 2020 Audit Plan respectively. Jeremy Nasrulhaq Chairman, INED a. Luk Wai Hong, William Member, INED b. Kanagaraj Lorenz Member, INED c. Ismail Harith Merican Member, NINED d.