Corporate Governance
(Cont’d)
The AC has the following functions:
1.
review with the external auditors the audit plan, their evaluation of the system of internal accounting controls, their audit
report, their management letter and the management’s response;
2.
review the quarterly, half-yearly and annual fnancial statements before submission to the Board for approval, focusing
on changes in accounting policies and practices, major risk areas, signifcant adjustments resulting from the audit, the
going concern statement, compliance with applicable accounting standards and stock exchange and statutory/regulatory
requirements;
3.
review the effectiveness and adequacy of the Group’s internal controls, including fnancial, operational, compliance controls
and procedures, risk management policies and systems and co-ordination between the external auditors and the management,
review the assistance given by management to the auditors and discuss problems and concerns, if any, arising from the
interim and fnal audits, and any matters which the auditors may wish to discuss (in the absence of management where
necessary);
4.
review and discuss with the external auditors any suspected fraud or irregularity, or suspected infringement of any relevant
laws, rules or regulations, which has or is likely to have a material impact on the Group’s operating results or fnancial position,
and the management’s response;
5.
consider the appointment or re-appointment of the external auditors, the audit fee, and matters relating to the resignation or
dismissal of the auditors;
6.
review Interested Person Transactions;
7.
review the whistle-blower arrangements instituted by the group through which staff may in confdence, raise concerns and
possible improprieties in matters of fnancial or other matters;
8.
review the Group’s Enterprise Risk Management reports;
9.
undertake such other reviews and projects as may be requested by the Board and report to the Board its fndings from time
to time on matters arising and requiring the attention of the AC; and
10. generally undertake such other functions and duties as may be required by statute or the Listing Manual, and by such
amendments made thereto from time to time.
External Audit
The AC reviews the scope and results of audit work carried out by external auditors and independence of the external auditors annually.
The AC, having reviewed the range and value of the non-audit services performed during the fnancial year by the external auditors,
Ernst & Young LLP, was satisfed that the independence of the external auditors has not been impaired by the provision of those services.
Further, it was noted that the appointment of the external auditors for the Company, its subsidiaries and associated companies are in
compliance with Rules 712 and 716 of the SGX-ST Listing Manual. The AC recommended that Ernst & Young LLP be nominated for
re-appointment as the external auditors at the forthcoming AGM.
Internal Audit
The Group has an Internal Audit Department (IAD) that is independent of the activities it audits. The IAD plans its internal audit schedules
in consultation with Management and submits its plan to the AC for approval. The Head of IA reports directly to the Chairman of the AC on
the internal audit matters. The IA’s key fndings and recommendations are presented and discussed at the quarterly meetings with the AC.
The duties and responsibilities of the IAD with regard to risk management and internal controls are summarised below:
1.
review the risk profle of the Company;
2.
identify and make recommendations to eliminate or control risks to improve the risk profle;
3.
recommend risk parameters within which the Company should operate;
4.
review risk mitigation efforts and its cost;
5.
monitor the implementation of the mitigation efforts and risk parameters;
6.
establish and maintain a risk reporting and risk monitoring framework.
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