FGV Annual Report 2015

113 WHO WE ARE & WHAT WE DO OUR STRATEGIC INTENT & PERFORMANCE HOWWE ARE GOVERNED CREATING SUSTAINABLE VALUE OUR NUMBERS ADDITIONAL INFORMATION DETAILS OF THE ANNUAL GENERAL MEETING ADDRESSING OUR RISKS & OPPORTUNITIES Felda Global Ventures Holdings Berhad Annual Integrated Report 2015 Statement on Corporate Governance 4) Reviewing conflict of interest situations and related party transactions (including recurrent related party transactions) a) To review any conflict of interests situation and related party transaction that may arise within the Group including any transaction, procedure or course of conduct that raises questions of management integrity; b) In respect of related party transaction, including recurrent related party transactions, to: (i) ensure that the Group has adequate procedures and processes to identify, and where relevant, monitor and track related party transactions in a timely manner, and to review these procedures and processes annually; (ii) assess the sufficiency of the procedures, policies and terms of the related party transactions to ensure that the transactions are fair, reasonable and on normal commercial terms; are not more favourable to the related party than those generally available to the public and are not detrimental to minority Shareholders and in the best interest of the Group; (iii) where the related party transactions are not comparable to quotations or comparative pricing with unrelated third parties, to review the basis of the transaction price determined by the management in comparison to transactions by/to unrelated parties for substantially similar type transaction for approval by the FGV Board; and c) Related party transactions and conflict of interest situations shall be a permanent agenda item of the Audit Committee meetings. 5) Other responsibilities and duties a) To consider any concerns raised by external auditors pertaining to a breach or non-performance of any requirement of any rules or matters that may materially affect the financial position of the Group. b) Where the Audit Committee is of the view that a matter reported by it to the Board of FGV has not been satisfactorily resolved resulting in a breach of the MainMarket Listing Requirements of Bursa Malaysia Securities Berhad, the Audit Committee must promptly report such matter to Bursa Malaysia Securities Berhad. c) To review the Company’s Annual Integrated Report including specifically approving the Statement on Risk Management and Internal Control, the Statement on Corporate Governance and other statements related to strategy, financials and performance for inclusion in the Company’s Annual Integrated Report and recommend to the Board for approval. This is to support and enable the Board to fulfill the oversight responsibility on the Company’s Annual Integrated Report Reporting Framework, which includes: (i) an acknowledgement of the Board’s responsibility to ensure the integrity of the Company’s Annual Integrated Report; (ii) an acknowledgement that the Board have applied their collective mind to the preparation and presentation of the Company’s Annual Integrated Report; and (iii) an opinion or conclusion about whether the Company’s Annual Integrated Report is presented in accordance with the Company’s Annual Integrated Report Reporting Framework. d) To undertake such other functions as may be agreed to by the Audit Committee and the Board.

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