BAE-annual-report-2014
BAE-annual-report-2014
BAE-annual-report-2014
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Governance<br />
We have since assessed the output of the<br />
<strong>annual</strong> review undertaken at the close of the<br />
<strong>2014</strong> year-end audit. This review was based<br />
on a Group-wide evaluation at management<br />
and functional level, and covered areas<br />
such as:<br />
– understanding of the Group’s risks and<br />
opportunities to facilitate the development<br />
of an appropriate audit plan;<br />
– the robustness of audit processes;<br />
– objectivity;<br />
– quality of communications; and<br />
– ability to provide a seamless service<br />
across differing jurisdictions.<br />
We provided feedback to the Auditors from<br />
the evaluation and will assess how the<br />
related actions have been incorporated into<br />
the 2015 audit plan when the latter has<br />
been formulated.<br />
On the basis of the reviews undertaken in<br />
<strong>2014</strong>, and the review following the <strong>2014</strong><br />
year-end audit, the Committee proposed to<br />
the Board that it recommend that shareholders<br />
support the re-appointment of KPMG LLP at<br />
the 2015 Annual General Meeting.<br />
Internal Audit<br />
Internal Audit plays an important role in<br />
assessing the effectiveness of internal<br />
controls by a programme of reviews based<br />
on a continuing assessment of business<br />
risk across the Group.<br />
The <strong>annual</strong> internal audit programme is<br />
agreed jointly by the Audit and Corporate<br />
Responsibility committees to ensure that<br />
the over-arching internal audit programme<br />
includes the assessment of the<br />
effectiveness of policies and processes<br />
relating to key areas of ethical and<br />
reputational risk, as well as financial risk.<br />
The Committee considered the output from<br />
the <strong>2014</strong> <strong>annual</strong> internal audit programme<br />
of assurance work on a six-monthly basis.<br />
Over the past year, the Committee has<br />
benefited from interactive sessions with<br />
the respective heads of Internal Audit for<br />
the UK businesses, the US businesses<br />
and the international businesses. This has<br />
complemented the regular <strong>report</strong>ing we<br />
receive from, and private meetings we have<br />
with, the Internal Audit Director. As part of<br />
the <strong>annual</strong> evaluation of the Internal Audit<br />
function that the Committee oversees each<br />
year, we have discussed with the Internal<br />
Audit Director the level of skilling and<br />
resourcing required to deliver the 2015<br />
internal audit programme.<br />
Nick Rose<br />
Chairman of the Audit Committee<br />
AUDITOR INDEPENDENCE – NON-AUDIT SERVICES POLICY<br />
The Committee has a formal policy governing the engagement of the Auditors<br />
to provide non-audit services which we review on an <strong>annual</strong> basis. The Policy<br />
prohibits certain activities from being undertaken by the Auditors such as<br />
book-keeping and work relating to the preparation of accounting records and<br />
financial statements that will ultimately be subject to external audit; financial<br />
information system design and implementation; internal auditing; and any work<br />
where a mutuality of interest is created that could compromise the independence<br />
of the Auditors. The Policy also places restrictions on the employment of<br />
former employees of the Auditors.<br />
Recognising that the Auditors are best placed to undertake certain work of<br />
a non-audit nature, the Policy permits the provision of Audit-Related Services<br />
and Permitted Non-Audit Services up to limits that are pre-approved by the<br />
Committee, with specific approvals required beyond such limits by the<br />
Committee. A copy of the policy is available on the Company’s website.<br />
Details of fees payable to the Auditors are set out on page 111. In <strong>2014</strong>,<br />
non-audit fees represented 30% of the audit fee. The principal non-audit<br />
services provided by the Auditors related to tax compliance and advisory<br />
services, the interim review and equity advisory services.<br />
OTHER KEY AREAS OF WORK UNDERTAKEN BY THE COMMITTEE IN <strong>2014</strong><br />
During the year, the Committee has:<br />
reviewed and challenged the external audit plan to gauge whether it was<br />
appropriately focused;<br />
considered the accounting, financial control and audit issues <strong>report</strong>ed by<br />
the Auditors that flowed from the audit work;<br />
reviewed the confirmation and information received from KPMG on the<br />
arrangements that it has in place to safeguard its independence and<br />
objectivity;<br />
reviewed and agreed the audit fee;<br />
reviewed and discussed on a quarterly basis the nature and level of non-audit<br />
fees, and undertaken an <strong>annual</strong> review of the Non-Audit Services Policy which<br />
we concluded was still appropriate (see above);<br />
reviewed the effectiveness of the Company’s helpline procedures in respect<br />
of the <strong>report</strong>ing of possible accounting, financial control or other financial<br />
irregularities, which form part of our wider Ethics Helpline procedures, and<br />
concluded that the procedures continue to work effectively;<br />
reviewed on a twice-yearly basis the procedures for the identification,<br />
assessment and <strong>report</strong>ing of risk; and<br />
considered corporate governance and accounting developments.<br />
STRATEGIC REPORT GOVERNANCE<br />
FINANCIAL STATEMENTS<br />
<strong>BAE</strong> Systems<br />
Annual Report <strong>2014</strong><br />
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