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Property - Guthrie GTS Ltd

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Corporate Governance Statement<br />

C<br />

ACCOUNTABILITY AND AUDIT<br />

Accountability<br />

Principle 10<br />

The Board should present a balanced and understandable assessment of the company’s performance, position and prospects.<br />

The Board is responsible for providing a balanced and understandable assessment of the Company’s performance, position and prospects, including<br />

quarterly financial results and other price sensitive information and reports to regulators, if required. In discharging its duties, the Board holds<br />

Management accountable by reviewing all quarterly and annual financial statements announcements to shareholders so as to present a balanced<br />

assessment of the Group’s position and prospects to shareholders.<br />

Audit Committee<br />

Principle 11<br />

The Board should establish an Audit Committee with written terms of reference which clearly set out its authority and duties.<br />

1. The Audit Committee comprises of the following three independent non-executive directors:<br />

Audit Committee<br />

Mr Giam Chin Toon<br />

Dr Albert Hong Hin Kay<br />

Mr Philip Tan Yuen Fah<br />

Committee Chairman<br />

Member<br />

Member<br />

2. The Audit Committee held four meetings during the financial year. It also held meetings with the internal and external auditors. The Audit<br />

Committee meetings were attended by all the Audit Committee members save for Mr Giam Chin Toon and Dr Albert Hong Hin Kay who<br />

attended three meetings. Issues discussed at these meetings include the quarterly and annual financial statements announcements made<br />

by the Company to shareholders and the scope and results of internal audit reports as well as Management’s response to the findings of<br />

the internal audit reports.<br />

3. The Audit Committee has full authority to review any matter within its terms of reference and the Audit Committee has full access to and the<br />

co-operation of the Management. The Audit Committee also has full discretion to invite any director or executive officer from the Company<br />

or the Group to attend at its meetings.<br />

4. The Audit Committee also has full access to and the assistance of both internal and external auditors. Where required, the Audit Committee<br />

is empowered to obtain external legal advice or such other independent professional advice as the Committee deems necessary to assist in<br />

discharging its duties.<br />

5. The Audit Committee carries out its duties as set out in the Code and the Companies Act. Section 201B(5) of the Companies Act states<br />

that, “The functions of an audit committee shall be -<br />

a ) to review -<br />

(i) with the auditor, the audit plan;<br />

(ii) with the auditor, his evaluation of the system of internal accounting controls;<br />

(iii) with the auditor, his audit report;<br />

(iv) the assistance given by the company’s officers to the auditor;<br />

32

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