NOTICE OF ANNUAL GENERAL MEETING
statisTICS OF SHAREHOLDINGs
FINANCIAL CONteNts
CORPORATE GOVERNANCE REPORT
49
Navigating Challenges • EMBRACING DIVERSITY | ANNUAL REPORT 2015
Directors’ statement
The Audit & Risk Committee performs the functions specified in Section 201B(5) of the Act, the SGX Listing Manual
and the Code of Corporate Governance, including the following:
(i)
reviewing the audit plans and results of the external audits;
(ii)
reviewing the audit plans and results of the internal auditors’ examination and evaluation of the Group’s system
of internal accounting controls;
(iii)
reviewing the Group’s financial and operating results and accounting policies;
(iv)
reviewing the consolidated financial statements of the Group and the statement of financial position and
statement of changes in equity of the Company before their submission to the directors of the Company, and
the external auditors’ report on those financial statements;
(v)
reviewing the quarterly and annual announcements on the results of the Company and the Group;
(vi)
ensuring the co-operation and assistance given by the management to the Group’s internal and external
auditors;
(vii) making recommendation to the Board on the re-appointment of Group’s internal and external auditors;
(viii) reviewing the Interested Person Transactions as required and defined in Chapter 9 of the SGX-ST Listing Manual
Section B: Rules of Catalist and ensuring that the transactions were on normal commercial terms and not
prejudicial to the interests of the members of the Company;
(ix)
reviewing and recommending the risk management strategies, policies and risk tolerance levels for the Board’s
approval;
(x)
reviewing and assessing the adequacy for risk management policies and framework in identifying, measuring,
monitoring and controlling risks and the extent to which these operating effectively;
(xi)
reviewing all relevant risk reports on the Group and reporting to the Board on any material changes to the risk
profile of the Group;
(xii) reviewing risk management structure and recommend appropriate measures to control and mitigate the risks
of the Group, as and when these arise; and
(xiii) advising the Board on proposed strategic transactions, focusing in particular on risk aspects and implications
for the risk tolerance of the Group, and taking independent external advice where appropriate and available.
The Audit & Risk Committee has full access to management and is given the resources required for it to discharge its
functions. It has full authority and the discretion to invite any director or executive officer to attend its meetings. The
Audit & Risk Committee also recommends the appointment of the external auditors and reviews the level of audit and
non-audit fees.
The Audit & Risk Committee is satisfied with the independence and objectivity of the external auditors and has
recommended to the Board of Directors that the auditors, KPMG LLP, be nominated for re-appointment as auditors at
the forthcoming Annual General Meeting of the Company.
In appointing our auditors for the Company and subsidiaries, we have complied with Rules 712 and 715 of the SGX
Listing Manual.
