Annual Report 2012 - Dialog

Annual Report 2012 l Dialog Axiata PLC l 35
The Group Chief Executive Officer, the Group Chief Financial Officer and the Group Chief Internal Auditor, attended
these meetings on invitation. The external auditors also attended these meetings, on invitation, to brief the BAC on
specific issues. In addition to these formal meetings, the BAC members met with the external auditors in private
sessions without any of the management present to exchange views.
The Board is apprised of the significant issues deliberated and considers and adopts, if thought fit, the
recommendations of the BAC.
Summary of Principal Activities of the BAC during the year
During the year, besides complying with the ToR, the BAC reviewed emerging business risks, control issues and legal
risks. Following the adjustment of the local financial reporting standards with the International Financial Reporting
Standards (IFRSs) in the form of Sri Lanka Financial Reporting Standards (SLFRSs), by the Institute of Charted
Accountants of Sri Lanka (ICASL) special attention was paid by the BAC to assess the implications of the SLFRS and
took necessary steps to ensure that the policies, processes, systems and financial disclosures were aligned to the
SLFRSs. This enabled the Company to release its interim financial statements for the 1st Quarter 2012, which were fully
compliant with the SLFRSs, making it the first its quoted company to do so.
An important aspect of the BAC’s activities is for the Chairman of the BAC to liaise directly with the Ombudsman to
ensure independence of the Ombudsman’s actions. The Ombudsman has also met with groups of staff to establish an
open channel of communication. This liaison has been very beneficial and has established confidence among staff.
The following include other key activities carried out by the BAC during 2012:
Financial Reporting
In relation to the BAC’s primary function to provide assurance on the reliability of financial statements through an
independent review of risks, controls and the governance process, it reviewed the quarterly and annual financial
statements, in consultation with the external and internal auditors, prior to making recommendations to the Board for
approval. Particular consideration was given to -
a) changes in or implementation of accounting policies and practices;
b) significant or material adjustments with financial impact arising from the audit;
c) significant unusual events or exceptional activities;
d) compliance with relevant accounting standards and other statutory and regulatory requirements.
Risk Management and Internal Control
During the year, the BAC reviewed and monitored reports furnished by the internal auditors, the external auditors and
the management, including;
Enterprise Risk Management reports on significant risk exposures and risk mitigation plans;
Management Audit Group Leadership Committee reports on the progress of the management actions to resolve
significant internal control issues as highlighted by the internal and external auditors;
certificate of compliance signed by the GCEO and GCFO, confirming compliance with all applicable statutory and
regulatory requirements;
legal and regulatory reports on significant litigation and regulatory issues.
The BAC further reviewed new policy updates, revisions or enhancements of the internal policies and procedures as
recommended by the management to ascertain that the improvements made are aligned to best business practices
and effective internal control processes.