Audit Committee


The Board of Directors of the Company reconstituted on October 28, 2015 Audit Committee comprising of three members, in compliance with the Revised Code of Corporate Governance 2013 (CCG). All members are non-Executive Directors and Chairman of Audit Committee is Independent Director. The name of audit Committee Members and Terms of Reference of Audit Committee is as under:-

Audit Committee Members

Dr. Salman Faridi Chairman
Mr. Imran Azim Member
Mr. Munir K. Bana Member

Terms of reference of Audit Committee

The Committee reviews the periodic financial statements and examines the adequacy of financial policies and practices to ensure that an efficient and strong system of internal control is in place. The Committee also reviews the audit reports issued by the Internal Audit Department and compliance status of audit observations. The Audit Committee is also responsible for recommending to the Board of Directors the appointment of external auditors by the Company’s shareholders and considers any question of resignation or removal of external auditors, audit fees and provision of any service to the Company by its external auditors in addition to the audit of its financial statements. The Terms of Reference of the Audit Committee are consistent with those stated in the Code of Corporate Governance and broadly include the following:

  1. Review of the interim and annual financial statements of the Company prior to approval by the Board of Directors.
  2. Discussions with the external auditors of major observations arising from interim and final audits; review of management letter issued by the external auditors and management’s response thereto.
  3. Review of scope and extent of internal audit ensuring that the internal audit function has adequate resources and is appropriately placed within the Company.
  4. Ascertain adequacy and effectiveness of the internal control system including financial and operational controls, accounting system and reporting structure.
  5. Determination of compliance with relevant statutory requirements and monitoring compliance with the best practices of corporate governance.
  6. Institute special projects, value for money studies or other investigations on any matters specified by the Board of Directors.
  7. Review of management letter issued by the External Auditors and Management response thereto:

HR & Remuneration Committee

The Board of Directors of the Company has established an HR and Remuneration Committee comprising of three members, in compliance with the Revised Code of Corporate Governance 2013 (CCG). Whom three are Non-Executive Directors including Chairman of the Committee. The name of HR and Remuneration Committee Members and Terms of Reference of the Committee are as under:-

HR & Remuneration Committee Members

 

Mr. Imran Azim Chairman
Mr. Munir K. Bana Member
Syed Sheharyar Ali Member
Mr. Muhammad Shafique Anjum Member
Dr. Salman Faridi Member
Mr. Amir Zia Member
Mr. Jahangir Bashir Member

Terms of Reference of the HR & Remuneration Committee:

The Committee shall be responsible for making recommendations to the Board for maintaining:

  1. A sound plan of organization for the company.
  2. An effective employees’ development programme.
  3. Sound compensation and benefits plans, policies and practices designed to attract and retain the caliber of personnel needed to manage the business effectively.
  4. Evaluate and recommend for approval of changes in the organization, functions and relationships affecting management positions equivalent in importance to those on the management position schedule.
  5. Determine appropriate limits of authority and approval procedures for personnel matters requiring decisions at different levels of management.
  6. Review the employees’ development system to ensure that it:
    1. Foresees the company’s senior management requirements.
    2. Provides for early identification and development of key personnel.
    3. Brings forward specific succession plans for senior management positions.
    4. Training and development plans
  7. Compensation and Benefits:
    1. recommending human resource management policies to the board;
    2. recommending to the board the selection, evaluation, compensation (including retirement benefits) and succession planning of the CEO;
    3. recommending to the Board the selection, evaluation, compensation (including retirement benefits) of COO, CFO, Company Secretary and Head of Internal Audit; and senior management reporting to CEO