Audit Committee

Corporate Governance

Our Audit Committee comprises Mr Hew Koon Chan, Mr Gouw Eng Seng and Ms Alice Yan. The Chairman of our Audit Committee is Mr Hew Koon Chan.

Our Audit Committee will assist our Board in discharging their responsibility to safeguard our assets, maintain adequate accounting records and develop and maintain effective systems of internal control, with the overall objective of ensuring that our management creates and maintains an effective control environment in our Group.

Our Audit Committee will provide a channel of communication between our Board of Directors, our management and our external auditors on matters relating to audit.

Our Audit Committee will meet periodically and will, amongst others, perform the following key functions:

  1. assist our Board in the discharge of its responsibilities on financial and reporting matters;
  2. review with the internal auditors the internal audit plans (including scope) and their evaluation of the adequacy of our internal controls, risk management framework and accounting system;
  3. monitor the implementation of rectification measures proposed by the internal auditors;
  4. review and report to our Board, at least annually, the adequacy and effectiveness of our Group’s internal controls and procedures addressing financial, operational, compliance and information technology risks;
  5. review the relevant policy and procedures, and the scope and adequacy thereof, in respect to the Group’s ongoing compliance with the requirements of the IUP-OPK;
  6. review the independence and objectivity of the external auditors and recommend their appointment or re-appointment, remuneration and terms of engagement;
  7. review our Group’s compliance with such functions and duties as may be required under the relevant statutes or the Catalist Rules, including such amendments made thereto from time to time;
  8. review potential conflicts of interests (if any) and to set out a framework to resolve or mitigate any potential conflicts of interest, and to propose additional measures where appropriate;
  9. assess and supervise the Company’s, PT DIS’ and PT KNG’s ongoing compliance with the terms set out in the PT DPAL Shareholders’ Agreement;
  10. review our key financial risk areas, with a view to providing an independent oversight on our Group’s financial reporting;
  11. review and approve all hedging policies and instruments implemented by our Group and conduct periodic review of foreign exchange transactions and hedging policies and procedures;
  12. review arrangements by which our staff may, in confidence, raise concerns about possible improprieties in matters of financial reporting and to ensure that arrangements are in place for the independent investigations of such matter and for appropriate follow-up; and

Apart from the duties listed above, our Audit Committee shall commission and review the findings of internal investigations into matters where there is any suspected fraud or irregularity, or failure of internal controls or suspected infringement of any law, rule or regulation of the jurisdictions in which our Group operates, which has or is likely to have a material impact on our Company’s operating results and/or financial position. In the event that a member of our Audit Committee is interested in any matter being considered by our Audit Committee, he will abstain from reviewing and deliberating on that particular transaction or voting on that particular resolution.