2019 UEM Edgenta Annual Report

118 Additional Compliance Information DIRECTORS’ RESPONSIBILITY STATEMENT IN RESPECT OF FINANCIAL STATEMENTS The Directors are required to prepare the financial statements for each financial year which give a true and fair view of the state of affairs of the Group and of the Company at the end of the financial year and of the results and cash flows of the Group and of the Company for the financial year then ended. The Directors consider that, in preparing the financial statements for the financial year ended 31 December 2019, the Group has used appropriate accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent. The Directors also consider that all applicable Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia have been followed and confirm that the financial statements have been prepared on a going concern basis. The Directors are responsible for ensuring that the Group and the Company keep accounting records which disclose with reasonable accuracy at any time the financial position of the Group and of the Company and which enable them to ensure that the financial statements comply with the applicable Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia. The Board is satisfied that it has met its obligation to present a balanced and fair assessment of the Company’s position and prospects in the Directors’ Report on pages 131 - 135 and the Audited Financial Statements from pages 142 - 268 of this Annual Report. NON-AUDIT FEES Company RM’000 Group RM’000 Statutory audit fees paid/payable to external auditor 148 1,247 Non-audit fees paid/payable to external auditors 37 1,055 The Company engaged the external auditor for the following non-audit works: • Review of Statement on Risk Management and Internal Control • Tax compliance services • Consultancy services on overseas market assessment • Project management support for intra-group restructuring exercise MATERIAL CONTRACTS Other than those disclosed in the financial statements and the recurrent related party transaction section in this Annual Report, there were no material contracts including contracts to any loans entered into by the Company and its subsidiaries involving Directors’ and major shareholders’ interests. UTILISATION OF PROCEEDS In 2017, the Company had established the Islamic Commercial Papers (“ICPs”) and Islamic Medium Term Notes (“IMTNs”) under an Islamic Commercial Papers programme (“ICP Programme”) and Islamic Medium Term Notes Programme (“IMTN Programme”) respectively, which have a combined aggregate limit up to RM1,000.0 million in nominal value and sub-limit of RM300.0 million in nominal value for ICP Programme under the Shariah Principle of Murabahah via a Tawarruq Arrangement. On 26 April 2019, the Company completed the issuance of RM50.0 million in nominal value of ICP with a tenor of 12 months under the ICP Programme. The proceeds raised was utilised to redeem the outstanding ICPs amounting to RM50.0 million on the said ICP Programme which was issued on 26 April 2018 and matured on 26 April 2019. A summary of the transactions and utilisation of the proceeds is outlined below: Issuance Date Type Maturity Date Nominal Value (RM million) Proceeds Utilisation 26 April 2019 ICPs April 2020 50 For Shariah- compliant general corporate purposes. 26 April 2018 ICPs April 2019 50 For Shariah- compliant general corporate purposes. 26 April 2017 IMTNs April 2022 250 For Shariah- compliant general corporate purposes. REVALUATION POLICY The Company has not adopted a regular revaluation policy on landed properties. RECURRENT RELATED PARTY TRANSACTIONS The Company proposes to seek approval of its shareholders for the renewal of mandate for recurrent related party transactions and the proposed new shareholders’ mandate for additional recurrent related party transactions of a revenue and trading nature which is in the ordinary course of business at the forthcoming Annual General Meeting of the Company to be held in 2020. Please refer to pages 273 - 286 of this Annual Report on the disclosure of the recurrent related party transactions conducted during the financial year ended 31 December 2019 pursuant to the shareholders’ mandate approved at the last Annual General Meeting.