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ICAA-MICPA FORUM

. ICAA-MICPA FORUM. Improving Corporate Governance in Malaysian Capital Markets – The Role of the Audit Committee August 11, 2011. Challenges for Audit Committees to Effectively Execute Their Roles. Agenda Terms of Reference Audit Committee Reports Challenges.

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ICAA-MICPA FORUM

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  1. . ICAA-MICPA FORUM Improving Corporate Governance in Malaysian Capital Markets – The Role of the Audit Committee August 11, 2011

  2. Challenges for Audit Committees to Effectively Execute Their Roles • Agenda • Terms of Reference • Audit Committee Reports • Challenges

  3. Challenges for Audit Committees to Effectively Execute Their Roles • Terms of Reference (TOR)/ Charter • Constitution • Membership • Meetings • Authority

  4. Challenges for Audit Committees to Effectively Execute Their Roles • Duties & Functions • External Audit • Internal Audit • Financial Reporting Review • Related Party Transactions • Internal Control • Other Matters

  5. Challenges for Audit Committees to Effectively Execute Their Roles • Audit Committee Report: to be included in Annual Report (para 15.15 of MMLR) • Composition • Terms of Reference • Meetings & Attendance • Summary of Activities • Internal Audit • Reporting to Exchange

  6. Challenges for Audit Committees to Effectively Execute Their Roles • Challenges • Regulatory Oversight • Attendance & Commitment at Board and Committee Meetings • Fiduciary Duty to Stakeholders besides maximising Shareholder Value • Sourcing & Selecting Directors; Board Skill Assessments & Succession Planning of the Board

  7. Challenges for Audit Committees to Effectively Execute Their Roles • Challenges – Cont’d • Setting the right “tone at the top” & “Whistle Blowing Best Practices” • Understanding the Company’s Business & Purposes • “Capital Management” vs “Risk Management” • Unrestricted Deliberations on Issues • Risk of Micro Management to ensure sound governance & spotting “red flags”

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