AUDIT COMMITTEE

The audit committee of the Board (the “Audit Committee”) is responsible for overseeing, among other things, the objectivity and credibility of financial reporting of the Company and the effectiveness of the risk management and internal control systems of the Group as well as maintaining an appropriate relationship with the external auditor of the Company. The Audit Committee consists of three independent non-executive Directors, namely Mr. Lim Mun Kee (Chairman), Mr. Michael Lai Kai Jin and Mr. Leong Choong Wah.

NOMINATION COMMITTEE

The nomination committee of the Board (the “Nomination Committee”) is responsible for reviewing the structure, size and composition of the Board to ensure that it has a balance of appropriate skills, knowledge, experience and diversity of perspectives for the needs of the businesses of the Group, and makes recommendations to the Board in the above areas. The Nomination Committee undertakes to identify individuals suitably qualified to become a Director and to nominate such individuals to the Board for directorship. It also assesses the independence of independent non-executive Directors, makes recommendations to the Board on the appointment, re-appointment and succession plans for Directors, and reviews and monitors the implementation of the Board Diversity Policy and the Nomination Policy.

The Nomination Committee consists of Mr. Michael Lai Kai Jin (Chairman), Dr Chen, Mr. Lim Mun Kee and Mr. Leong Choong Wah.

REMUNERATION COMMITTEE

The remuneration committee of the Board (the “Remuneration Committee”) is responsible for making recommendations to the Board on the Company’s policy for and structure of remuneration of the Directors and senior management of the Company.

The Remuneration Committee consists of Mr. Michael Lai Kai Jin (Chairman), Dr Chen, Mr. Lim Mun Kee and Mr. Leong Choong Wah.

AML OVERSIGHT COMMITTEE

In order to ensure that the Company maintains a high standard for compliance and integrity on anti-money laundering (“AML”), the Company has established a program designed to protect its reputation and mitigate AML risks. NagaCorp’s long term sustainability and success is dependent on its integrity and transparency in its daily gaming operations in relation to the world’s best practices on AML. The Company has in place a four-tier AML control structure comprising:

Tier 1 - An AML Management Committee, led by the Compliance Officer and supported by senior managers from various key operational departments, is tasked with ensuring that the Company adopts policies and procedures as governed by the AML Procedure Manual in its day to day operational activities.

Tier 2 - Internal audit of AML procedures to ensure that the Company is in compliance with AML policies, with the results of such audits reported to the Audit Committee and the AML Oversight Committee.

Tier 3 - AML Oversight Committee established at the Board level, chaired by the non-executive Chairman of the Board, which meets on a quarterly basis to review the work and reports of the AML Management Committee and Internal Audit Department. Matters of significance are then reported to the Board for deliberation.

Tier 4 - External audit of the Company’s AML procedures. The Company engages an AML specialist firm which carries out a biannual audit of the Company’s AML procedures, which includes work conducted by the AML Management Committee.

The AML Oversight Committee consists of Mr. Timothy Patrick McNally (Chairman), Dr Chen, Mr. Michael Lai Kai Jin and Mr. Chen Yiy Fon.