Shaped By High Standards Of Governance ANNUAL INTEGRATED REPORT 2022 155 Effective Audit and Risk Management Principle B: KEY MATTERS CONSIDERED BY THE COMMITTEE The Chairman of the BGRMC updated the Board on matters deemed to be of major importance deliberated at the BGRMC meetings and its recommendations. The copies of confirmed minutes of each BGRMC meeting were also circulated to the Board for noting at the next practicable Board meeting. Among the significant matters considered by the BGRMC to the Board during 2022 were the following: PERFORMANCE REVIEW During the financial year, the Board evaluated the BGRMC’s performance and the extent to which the BGRMC met the requirements of its ToR, including the term of office and performance of the BGRMC and each of its members. This performance assessment constituted part of the annual BEA, pertaining to the assessment of Board Committees. SIGNIFICANT MATTERS HOW THE AC PROVIDED OVERSIGHT ON THESE MATTERS 1 Russia-Ukraine conflict Reviewed the enhanced risk appetite statement for FGV Group that will facilitate and optimise business performance and help to satisfy external stakeholders’ expectations. 4 Establishment of FGV’s Risk Appetite Statement Took note of the impact on FGV’s business in view of its exposure to risks relating to sourcing of fertilisers from different regions, global freight charges, logistics and shipments interruptions, energy price, global vegetable oils market as well as currency exchange. 2 Establishment of Risk Management Committee and its ToR • Recommended the formation of Risk Management Committee that is responsible to assist in oversight of risk management and internal control framework. • Took note of the key deliberation for matters discussed in the Risk Management Committee. 3 Group Policies Recommended the following proposed revisions for the Board’s approval: a. Directors’ CoBP & Directors’ CoEC b. FGV Group Governance and Integrity Framework c. Corporate Responsibility Policy d. Proposed IT Security Framework for FGV Group 5 FGV Group Quarterly Risk Report • Deliberated on key risks horizon associated with the Group’s business and operations, covering the Group’s key risks and mitigations. Informed the Board on risks that require closer attention and of the prevailing risk profile and outlook. • Reviewed project risk assessment and tender risk assessment for investment proposals and tender participations. 6 Whistleblowing Reviewed and deliberated on the number of whistleblowing cases, their respective categories, lessons learnt and recommendations from investigations cases.
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