Navigating Challenges • EMBRACING DIVERSITY | ANNUAL REPORT 2015
NOTICE OF ANNUAL GENERAL MEETING
statisTICS OF SHAREHOLDINGs
FINANCIAL CONteNts
CORPORATE GOVERNANCE REPORT
41
Corporate Governance Report
(iv)
reviewed the audit plans of both the internal and external auditors and discussed the results
of the findings and evaluation of the Company’s system of internal controls;
(v)
reviewed interested person transactions of the Company;
(vi)
met with the Company’s external auditors and internal auditors without the presence of the Management;
(vii) reviewed the independence and objectivity of external auditors;
(viii) reviewed the Company’s procedures for detecting fraud and whistle blowing matters;
(ix)
reviewed and recommended to the Board announcements relating to the Group’s quarterly and full year
results.
The aggregate amount of audit and non-audit fees paid or payable to the external auditors, KPMG LLP, for FY2015 are
S$300,000 and S$87,600 respectively. The ARC has undertaken a review of the volume and nature of the non-audit
services provided by the external auditors to the Group and is satisfied that the nature and extent of such services will
not prejudice the independence and objectivity of the external auditors. The ARC has recommended to the Board the
nomination of KPMG LLP for re-appointment as auditors of the Company at the forthcoming AGM. The Group has also
complied with Rules 712 and 715 of the Catalist Rules in relation to the appointment of its external auditors.
The ARC has explicit authority to investigate any matter within its terms of reference. It has full access to, and has
had the full co-operation of the Management. It also has full discretion to invite any Director or any member of the
Management to attend its meetings or be provided with reasonable resources to enable it to discharge its functions
properly.
To keep abreast of the changes in accounting standards and issues which have a direct impact on the financial
statements, the ARC will seek advice from the external auditors at the ARC meetings held.
No former partner or director of the Company’s existing auditing firm is a member of the ARC.
Whistle Blowing Policy
The Company has adopted the whistle-blowing policy where staff of the Group may, in confidence, raise concerns
on any suspicion of wrongdoings which covers improprieties in matters of financial reporting, fraudulent acts and
other matters within the Group. The Management and the ARC have been vested with the power and authority to
receive, investigate and enforce appropriate follow up actions when any such non-compliance matter is brought to its
attention.
As at the date of this Report, there were no reports received through the whistle-blowing mechanism.
Internal Audit
Principle 13: The company should establish an effective internal audit function that is adequately resourced and
independent of the activities it audits.
The ARC’s responsibilities over the Group’s internal controls and risk management are complemented by the work
of the internal auditors. The ARC has approved the appointment of a qualified public accounting firm, PwC, as the
Group’s internal auditors. PwC has unrestricted direct access to all of the Group’s documents, records, properties and
personnel and reports directly to the ARC on all internal audit matters. PwC plans their internal audit schedules in
consultation with the Management. The ARC is satisfied that the internal audit function is adequately resourced to
perform its function effectively.