9. Duties
9.1 The duties of the Committee shall be:
(a) to be primarily responsible for making recommendation to the Board on the
appointment, re-appointment and removal of the external auditor, and to approve
the remuneration and terms of engagement of the external auditor, and any
questions of resignation or dismissal of that auditor;
(b) to review and monitor the external auditor's independence and objectivity
and the effectiveness of the audit process in accordance with applicable
standard. The Committee should discuss with the auditor the nature and scope of
the audit and reporting obligations before the audit commences;
(c) to develop and implement policy on the engagement of external auditor to
supply non-audit services. For this purpose, external auditor shall include any
entity that is under common control, ownership or management with the audit
firm or any entity that a reasonable and informed third party having knowledge
of all relevant information would reasonably conclude as part of the audit firm
nationally or internationally. The Committee should report to the Board,
identifying any matters in respect of which it considers that action or
improvement is needed and making recommendations as to the steps to be taken;
(d) to monitor integrity of financial statements of the Company and its annual
reports and accounts, half-year reports and to review significant financial
reporting judgements contained in them. In this regard, in reviewing the
Company's annual reports and accounts and half-year reports before submission
to the Board, the Committee should focus particularly on:
(i) any changes in accounting policies and practices;
(ii) major judgement areas;
(iii) significant adjustments resulting from audit;
(iv) the going concern assumptions and any qualifications;
(v) compliance with accounting standards; and
(vi) compliance with the Listing Rules and other legal requirements in relation
to financial reporting;
(e) In regard to (d) above:
(i) members of the Committee must liaise with the Board, senior management and
the Company's Qualified Accountant and the Committee must meet, at least once a
year, with the Company's auditor; and
(ii) the Committee should consider any significant or unusual items that are, or
may need to be, reflected in such reports and accounts and must give due
consideration to any matters that have been raised by the Company's Qualified
Accountant, Chief Internal Auditor or auditor;
(f) to review the Company's financial control, internal control and risk
management systems;
(g) to discuss with the management the system of internal control and ensure
that management has discharged its duty to have an effective internal control
system;
(h) to consider any findings of major investigations of internal control matters
as delegated by the Board or on its own initiative and management's response;
(i) to ensure co-ordination between the internal and external auditors, and to
ensure that the internal audit function is adequately resourced and has
appropriate standing within the Company, and to review and monitor the
effectiveness of the internal audit function;
(j) to review the group's financial and accounting policies and practices;
(k) to review the external auditor's management letter, any material queries
raised by the auditor to management in respect of the accounting records,
financial accounts or systems of control and management's response;
(l) to ensure that the Board will provide a timely response to issues raised in
the external auditor's management letter; and
(m) to consider other topics, as defined by the Board.
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