Mininglamp Technology (the “Company”) has released the terms of reference for its audit committee, outlining key procedures and responsibilities applicable to its Board sub-committee. The document specifies that the committee will assist the Board in establishing transparent financial reporting processes, overseeing risk management and internal controls, and reviewing the Company’s ESG policies and practices. It will also maintain relationships with the Company’s internal and external audit teams.
The terms of reference set out specific guidelines for committee composition and administration. At least three non-executive or independent non-executive directors must serve on the committee, with a majority being independent and at least one possessing financial management expertise. A quorum of two members is required for committee meetings, and decisions are made by simple majority.
In overseeing financial reporting, the audit committee will focus on ensuring clarity and balance in the Company’s half-year and annual reports. The committee is also tasked with reviewing the effectiveness of the Group’s risk management and internal control systems. Additionally, the document details measures for handling whistleblowing, anti-corruption initiatives, and coordination with external auditors on audit scope and related processes.
The new terms of reference confirm that the audit committee will meet at least twice each year, with additional meetings as needed. Meeting minutes and written resolutions must be recorded and made available for inspection by the Company’s directors. The committee chair or a designated member is expected to attend the Company’s annual general meeting to address questions regarding these responsibilities.
The updated terms of reference will take effect on November 3, 2025, and emphasize that the committee will have access to necessary resources, including external professional advice, to fulfill its duties.