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THONG GUAN INDUSTRIES BERHAD

AUDIT COMMITTEE REPORT

Audit Committee Members

The Board of Directors is pleased to present the Audit Committee report for the financial year ended 31December 2007.The Audit Committee currently comprises the following directors: -

Directors

Attendance

Tengku Makram Bin Tengku Ariff

- Chairman, Independent Non-Executive Director

Ang Poon Chuan Lee Eng Sheng

- Member, Managing Director - Member, Independent Non-Executive Director (Member of Malaysian Institute of Accountants)

Dato’ Paduka Syed Mansor Bin Syed Kassim Barakbah - Member, Independent Non-Executive Director

4/4 4/4 4/4 3/4

The meetings were structured appropriately with the use of agendas, which were distributed to members with sufficient notification and preparation.

The Company Secretary or her representative was present by invitation at all the meetings.The Group’s Senior Management and representatives of the external auditors also attended the meetings, upon invitation.

The Audit Committee Chairman meets up with the Senior Management and external auditors of the Group during the financial year during the meetings. Additional meetings may be conducted, if he deems necessary.

Summary of activities during the financial year

The Audit Committee carried out its duties in accordance with its terms of reference during the financial year. The main activities undertaken by the Committee were as follows:

  • Reviewed with the external auditor’s scope of their audit work and audit plan for the year. Prior to the audit, representatives from the external auditor presented their audit strategy and plan;

  • Reviewed with the external auditors the findings of the audit and the audit report;

  • Reviewed the annual financial statements of the Group and Company prior to submission to the Board for their consideration and approval;

  • Reviewed the quarterly unaudited financial results announcements of the Group and the Company before recommending them for the Board’s approval;

  • Reviewed the Company’s compliance in particular the quarterly and year-end financial statements with the Listing Requirements of Bursa Malaysia Securities Berhad (“BMSB”) and the applicable approved accounting standards issued by the Malaysia Accounting Standards Board and other relevant legal and regulatory requirement;

  • Review the risk assessment report and top 5 business risks presented by the Group Financial Controller; and

  • Reviewed pertinent issues which had significant impact on the results of the Group.

Internal Audit Function

The primary function of the Internal Audit Department is to assist the Audit Committee in discharging its duties and responsibilities.The appointment of a professional firm of consultants as the outsourced internal audit function had been discontinued and there was no new risk areas identified during the financial year ended 2007.

Going forward, the Board will take additional measures to strengthen the Internal Audit function.

Objectives

The primary function of the Audit Committee is to assist the Board of Directors in fulfilling the following objectives :

assess the Group’s processes relating to its risks and control environment; oversee the Group’ financial reporting; and evaluate the internal and external audit processes .

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