The Audit Committee assists the Board by providing an objective review of the effectiveness and efficiency of the Group’s internal control, risk management and governance framework. It comprises six (6) Non-Executive Directors, four (4) of whom are Independent Non-Executive Directors. The Chairman of the Audit Committee is a qualified accountant as prescribed by the Malaysian Institute of Accountants. The composition and the primary responsibilities of the Audit Committee are set out in the Report of the Audit Committee on pages 82 to 87 of this Annual Report.

The Audit Committee met five (5) times during the financial year ended 30 June 2011. The Chairman of the Audit Committee meets independently, at least twice a year, with the external auditors. The activities carried out by the Audit Committee during this period are set out in the said Report of the Audit Committee.

In presenting the quarterly and annual financial statements to shareholders and investors, the Board is committed to providing a clear, balanced and understandable assessment of the Group’s financial position and prospects. The Board, assisted by the Audit Committee, oversees the financial reporting of the Group. The Audit Committee reviews the Group’s annual and interim financial statements and the appropriateness of the Group’s accounting policies and the changes to these policies to ensure that these financial statements comply with accounting standards and regulatory requirements.

The Chairman’s message and the reviews from the Managing Director and the Finance Director in this Annual Report provide additional analysis and commentary on the state of the Group’s business. The Statement by Directors pursuant to Section 169 of the Companies Act, 1965 is set out on page 141 of the Financial Statements section of this Annual Report.

The Board acknowledges its responsibilities for the Group’s system of internal control covering not only financial controls but also operational and compliance controls as well as risk management. The internal control system involves each business and key management from each business, including the Board, and is designed to meet the Group’s particular needs and to manage the risks to which it is exposed. The system can therefore only provide reasonable, and not absolute, assurance against material misstatement or loss.

The Group’s Internal Audit provides independent and objective reports on the Group’s management, records, accounting policies and controls to the Audit Committee. The internal audits include evaluation of the processes by which risks are identified, assessed and managed and ensure that controls which are instituted are appropriate and can effectively address acceptable risk exposures. The Group’s Internal Audit also ensures that recommendations to improve controls are followed through by Management.

The Statement of Internal Control, which provides an overview of the state of internal controls within the Group, is presented on pages 88 to 91 of this Annual Report.

The Board through the Audit Committee has established a transparent and professional relationship with the Group’s external auditors. The Audit Committee has explicit authority to communicate directly with external auditors.

The Audit Committee meets with the external auditors at least twice a year to discuss their audit plan and audit findings in relation to the Group’s financial statements. Prior to some Audit Committee Meetings, private sessions between the Audit Committee and the external auditors were held without the presence of the Executive Directors, Management and the Head of Internal Audit to discuss the audit findings and any other observations they may have during the audit process. In addition, the external auditors are invited to attend the AGM of the Company and are available to answer shareholders’ queries on the conduct of the statutory audit and the preparation and content of their audit report.

The Audit Committee is responsible for approving audit and non-audit services provided by the external auditors. In approving such services, the Audit Committee ensures that the independence and objectivity of the external auditors are not compromised.

Further information on the role of the Audit Committee in relation to the external auditors is stated on pages 82 to 87 of this Annual Report.