DIGI - Annual Report 2021

The ARC held six (6) meetings during the financial year ended 31 December 2021. No alternate Directors were appointed as members of the ARC. Vimala V.R. Menon is a Fellow of the Institute of Chartered Accountants in England and Wales, and a member of the Malaysian Institute of Accountants. The ARC, therefore, meets the requirement of Paragraph 15.09(1)(c)(i) of the MMLR, which requires at least one (1) member of the ARC to be a qualified accountant. The duties and responsibilities of the ARC are set out in its Terms of Reference which is accessible in the Corporate Governance section of Digi’s website at https://www.digi. com.my/our-company/our-governance. There is a cooling-off period of at least 3 years before a former partner of an external audit firm can be appointed as a member of the ARC. The CEO, CFO and Head of Internal Audit attend the ARC meetings as permanent invitees.The Chair of the ARC may also invite other Board members and/or Management to participate in the meetings, when necessary. The external auditors were invited to the ARC meetings to present their annual audit plan and to discuss the quarterly unaudited financial results and annual audited financial statements, as well as other matters deemed relevant. Both the internal and external auditors have unfettered access to members of the ARC including the Chair of ARC, throughout the year. All deliberations during the ARC meetings, including the issues tabled and rationale adopted for decisions were properly recorded. Minutes of the ARC meetings were tabled for confirmation at the following ARC meeting and subsequently presented to the Board for notation. The Chair of the ARC reported to the Board on the activities and significant matters discussed at each ARC meeting. Summary of Activities of the ARC The ARC carried out the following major activities during the year: Risk Management and Internal Control (a) Reviewed Digi’s top risk profiles and deliberated on the significant threats and opportunities on a quarterly basis, including progress and adequacy of mitigation strategies. (b) Discussed improvements to the Enterprise Risk Management process to ensure proactive and holistic risk identification and monitoring of mitigation actions to reduce risk impact to an acceptable level. (c) Evaluated the overall adequacy and effectiveness of internal controls through review of the work performed by both internal and external auditors, other assurance providers within Digi, and discussions with Management. Internal Audit (a) Deliberated and provided input to the risk-based Internal Audit Plan to ensure adequate scope and coverage of Digi’s strategic ambitions, goals and activities prior to recommending to the Board for approval. Monitored the progress of the approved Internal Audit Plan and approved changes to the Internal Audit Plan (if any) in response to changes in the organisation’s business, risks, operations, systems and controls. (b) Reviewed and deliberated on internal audit reports, audit recommendations and adequacy of Management’s response to these recommendations. Significant issues were discussed at length with the presence of relevant Management team members to ensure satisfactory and timely remediation actions have been committed by Management to address identified risks. (c) Monitored the implementation of action plans agreed by Management on outstanding audit findings on a quarterly basis, to ensure that all actions have been implemented based on the committed timelines until the ARC is satisfied that adequate controls are in place. (d) Provided guidance on ad hoc matters arising from on-going internal audit activities. (e) Evaluated the effectiveness of the Internal Audit function through evaluation of its performance and competencies, as well as monitoring the sufficiency of resources and total costs, to ensure that it has the required expertise to discharge its duties. (f) Reviewed and approved updates to the Internal Audit Charter. Corporate Governance Overview Statement 112 Digi.Com Berhad At A Glance Message To Shareholders How We Create Value Strategies To Create Value

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