To aid in complying with the principles of good governance, the Board has created and appointed Board members to each of the Board Committees set forth below.
The Audit Committee enhances the Board’s oversight capability over the company’s financial reporting, internal control system, internal and external audit processes, and compliance with applicable laws and regulations. It is responsible for the setting up of an Internal Audit and for the appointment of an independent external auditor who reports directly to the Audit Committee. It monitors and evaluates the adequacy and effectiveness of the internal control system. The Audit Committee is composed of three non-executive directors, the majority of whom, including the chairperson, are independent directors. The Audit Committee meets with the Board without the presence of the CEO and periodically meets with the head of the internal audit and with the external auditor.
Board Risk Oversight Committee
The Board Risk Oversight Committee is responsible for the oversight of a company’s Enterprise Risk Management system to ensure its functionality and effectiveness. It is composed of three members, of whom two are independent directors including the chairperson of the committee.
Board Corporate Governance Committee
The Corporate Governance Committee is tasked to assist the Board in the performance of its corporate governance responsibilities, including the functions that were formerly assigned to the nomination and remuneration committee. It is composed of three directors, the majority of whom are independent directors, including the chairperson.
Related Parties Transactions Committee
The Related Party Transactions Committee is tasked with reviewing all material related party transactions of the company. It is composed of three members, two of whom are independent directors including the chairperson of the committee.