Board Committees

Audit/Risk Management Committee

The principal responsibility of the Audit/Risk Management Committee is to ensure the maintenance of an efficient and effective system of internal controls to safeguard shareholders' investments. This includes reviewing financial statements to ensure compliance with statutory requirements and approved accounting standards. The Audit/Risk Management Committee also oversees senior management's activities in managing the key risk areas of the Company to ensure that the risk management process is in place and functioning effectively, and that there is an on-going process to continuously manage the Company's risks proactively.

The Audit/Risk Management Committee comprises the following four (4) members of the Board all of whom are Non-executive Directors and three (3) of whom are Independent Directors: -

Chairman
Dato' Mohd Salleh bin Hj Harun (Independent Non-executive Director)

Members
Dato' Dr. Tan Tat Wai (Independent Non-executive Director)
Dato' Dr. Mohamed Ariffin bin Haji Aton (Non-independent Non-executive Director)
Dato' Sri Dr. Hj Shafie bin Mohd Salleh (Independent Non-executive Director)

Remuneration/Nomination Committee

The Remuneration/Nomination Committee is also responsible for proposing and recommending new nominees to the Board and for assessing Directors on an on-going basis. The functions of the Remuneration/Nomination Committee include reviewing and recommending to the Board the required mix of skills, experience and other qualities, including core competencies of non-executive Directors and assessing the transparency of appointment procedures.

Titan Chemicals' remuneration policy is based on the following core principles:

• To deliver and enhance shareholder value by ensuring that individual performance and reward reflect and reinforce the business objectives and long term aspirations of Titan Chemicals;
• To support the recruitment, motivation, development, and retention of high quality senior executives;
• To ensure that performance is the key factor in determining individual rewards;
• To communicate the reward structure clearly and effectively to executives and shareholders

The Remuneration/Nomination Committee comprises the following four (4) members of the Board all of whom are Non-executive Directors: -

Chairman
Mr. Albert Y. Chao (Non-Independent Non-executive Director)

Members
Dato' Dr. Mohamed Ariffin bin Haji Aton (Non-independent Non-executive Director)
Dato' Dr. Tan Tat Wai (Independent Non-executive Director)
Mr. Donald Marion Condon, Jr (Non-independent Non-executive Director)