The present members of the Audit Committee comprise:
|Brian Wong Wye Pong||Non-Executive Director, Chairman of the Committee|
|David Cotterell||Non-Executive Director|
|Du Kiat Wai||Non-Executive Director|
Members of the Audit Committee are appointed by the Board, and must comprise a minimum of two members from amongst the non-executive Directors of the Company.
At least two members of the Audit Committee shall have recent and relevant financial experience, and all members should have sufficient competence to understand, analyse and, when necessary, challenge the management accounts and draft public financial statement.
The Board shall appoint the chairman of the Audit Committee who shall chair the meetings of the Audit Committee. The chairman must be a non-executive Director. The chairman shall have the responsibility of liaising with the Board.
Frequency of meetings
The Audit Committee shall meet at least twice a year and at such other times as the chairman of the Audit Committee shall require.
Any member of the Audit Committee, or the external auditors may request a meeting if they consider that one is necessary.
The Audit Committee shall have access to sufficient resources in order to discharge its duties.
The Audit Committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any information it reasonably requires from any employee and all employees are directed to co-operate with any reasonable request made by the Audit Committee.
The Audit Committee shall be responsible for:
- monitoring the integrity of the financial statements of the Group, including its annual and interim accounts and reports, preliminary results’ announcements and, any other formal announcements relating to the Group’s financial performance, reviewing significant financial reporting judgements contained in them;
- reviewing summary financial statements, significant financial returns to regulators and any financial information contained in certain other documents such as announcements of price sensitive information;
- reviewing and challenging where necessary:
- the consistency of, and any changes to, accounting policies both on a year on year basis and across the Group;
- the methods used to account for significant or unusual transactions where different approaches are possible;
- whether the Group has followed appropriate accounting standards and made appropriate estimates and judgements, taking into account to the views of the external auditor;
- the clarity of disclosure in the company’s financial reports and the context in which statements are made; and
- all material information presented with the financial statements, such as the operating and financial review and the corporate governance statement (in so far as it relates to the audit and risk management); and
- discussing whether the Audit Committee should recommend that the financial statements and accompanying reports should be approved by the Board in the Board meeting following the Audit Committee meeting and, if so, whether that approval should be granted subject to any matters discussed by the Audit Committee.
- reviewing the effectiveness of the Group’s internal financial controls and, unless expressly addressed by a separate Board risk committee, or by the Board itself, to review the Group’s internal control and risk management systems and review and approve the statements to be included in the Annual Report concerning internal controls and risk management; and
- reviewing arrangements for employees to raise concerns, in confidence, about possible improprieties in financial reporting or other matters and ensuring that arrangements allow for the proportionate and independent investigation of such matters with appropriate follow up action.