The aim of this study is to investigate the association between the characteristics of the board of directors and the likelihood that a company receives a modified audit opinion (as a measure of the quality of companies external financial reporting) in Malaysia. To test our hypotheses, we use the pooled cross-sectional logistic regression analysis for 136 firm-year observations listed on Bursa Malaysia over the period 2009-2011.The evidence we uncover is consistent with the hypotheses that companies with large board size and greater financial expertise of the board of directors are less possible to receive a modified audit opinion. The evidence offers by this study reinforces the listing rules of the Malaysian-Corporate-Governance Code and the requirements of the Bursa Malaysia Corporate-Governance-Guide, which consider the significance of the board of directors as an aspect of good corporate governance to its critical role in the Malaysian financial reporting process.