Specifically, the ARC meets periodically to perform the following functions:
•
reviewing the audit plans of the external and internal auditors;
•
reviewing the external and internal auditors’ reports;
•
reviewing the co-operation given by the Company’s officers to the external and internal
auditors;
•
reviewing the adequacy of the internal audit function;
•
evaluating the effectiveness of the Group’s system of internal controls, including financial,
operational and compliance controls, and risk management, by reviewing written reports
from internal auditors and management letters issued by external auditors (in the course of
the statutory audit) and management responses and actions to correct any deficiencies;
•
reviewing the financial statements of the Company and the Group before their submission
to the Board;
•
reviewing non-audit services provided by the external auditors to satisfy itself that the nature
and extent of such services will not prejudice the independence and objectivity of the external
auditors;
•
nominating external auditors for appointment or re-appointment and approve the remuneration
and terms of engagement of the external auditor;
•
reviewing the Group’s compliance with such functions and duties as may be required under
the relevant statutes or the Listing Manual issued by SGX-ST, and by such amendments made
thereto from time to time;
•
reviewing interested person transactions (as defined in Chapter 9 of the Listing Manual issued
by SGX-ST) to ensure that they are on normal commercial terms and arms’ length basis and
not prejudicial to the interests of the Company or its shareholders in any way;
•
overseeing the Company’s risk management systems, practices and procedures to ensure
effectiveness of risk identification and management, and compliance with internal guidelines
and external requirements by, inter alia, assessing the Company’s risk management framework
for appropriateness and adequacy, and monitoring Management accountability for risk
management processes and compliance with risk policies; and
•
reviewing and making recommendations to the Board in relation to risk management.
Apart from the duties listed above, the ARC may commission and review the findings of internal
investigations into matters where there is suspected fraud or irregularity, or failure of internal controls
or infringement of any Singapore and other applicable law, rule or regulation which has or is likely
to have material impact on the Company’s or Group’s operating results and/or financial position.
The ARC meets from time to time with the Group’s external and internal auditors, in each case
without the presence of the Management of the Company, at least once a year. The ARC meets
the Management to review accounting, auditing and financial reporting matters so as to provide
the necessary checks and balances to ensure that an effective control environment is maintained in
the Group. The ARC also studies proposed changes in accounting policies, examines the internal
audit functions and discusses the accounting implications of major transactions. Furthermore, the
ARC advises the Board regarding the adequacy of the Group’s internal controls and the contents
and presentation of its interim and annual reports. Based on the information provided to the ARC,
nothing has come to the ARC’s attention that the system of internal controls and risk management
is inadequate.
32
CORPORATE
GOVERNANCE
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015
