emphasises integrity through the regular signing of Integrity Pledges and the declaration of conflicts of interest by personnel. While certain exceptions may exist, TNB ensures that these policies are consistently adhered to. Prudent management of business associates acting on behalf of the Company further enhances TNB’s commitment to ethical conduct. The reporting of misconduct by personnel or third parties is not only encouraged but expected, with robust protection in place for those acting in good faith as whistleblowers. Enforcing its position on ethical standards, TNB entrusts the Integrity Department with the responsibility of upholding and reinforcing these principles. The TCIMS undergoes periodic assessments and updates to ensure its continued effectiveness in upholding the Company’s commitment to ethical business practices. This proactive approach reflects TNB’s dedication to maintaining the higheststandards of integrity in its operations. ETHICS, INTEGRITY & TRUST EFFECTIVE AUDIT AND RISK MANAGEMENT CREATING VALUE THROUGH STRONG GOVERNANCE Sec 4 167 EFFECTIVE AUDIT AND RISK MANAGEMENT BOARD AUDIT COMMITTEE REPORT KEY ROLES & RESPONSIBILITIES For detailed roles & responsibilities of the Committee, please refer to page 148. BOARD AUDIT COMMITTEE The Board Audit Committee (BAC) was established to assist the Board to carry out their oversight and fiduciary duties and responsibilities. BAC’s objectives, authorities and functions are governed by the Terms of Reference (T oR). The T oR was last reviewed in November 2023 and approved by TNB’s Board in December 2023. The T oR is accessible on the Company’s official website at www.tnb.com.my. MEMBERSHIP AND MEETINGS As of 31 December 2023, the BAC comprises three (3) Independent and one (1) Non-Independent Directors, all of whom are Non-Executive Directors. This composition is aligned with Paragraph 15.09 (1) (a) and (b) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements (MMLR), which states that the Audit Committee must be composed of not