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QinetiQ Annual Report 2017

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62 Corporate governance <strong>QinetiQ</strong> Group plc <strong>Annual</strong> <strong>Report</strong> and Accounts <strong>2017</strong><br />

Code Principle C – Accountability continued<br />

<strong>Report</strong> of the Audit Committee continued<br />

The transition to a<br />

new CFO and external<br />

auditor was identified<br />

as a key priority for<br />

the Committee in<br />

the coming year...<br />

d) Audit Committee effectiveness review:<br />

The Committee’s September meeting considered<br />

the processes to be followed for the various<br />

governance reviews. With regard to the Audit Committee<br />

effectiveness review, as reported on page 50, the most<br />

recent external effectiveness evaluation of the Board<br />

and its Committees took place during 2016 and it<br />

was agreed therefore that for <strong>2017</strong>, the evaluation<br />

of the effectiveness of the Committee would be taken<br />

alongside the Board effectiveness review and carried<br />

out by way of an externally provided questionnairebased<br />

process.<br />

The following actions had been noted from the 2016<br />

effectiveness review:<br />

––<br />

A review of risk management and reporting<br />

processes, led by the Chairs of the Audit Committee<br />

and the Risk & CSR Committee;<br />

––<br />

An update on the processes for the risk management<br />

and controls of the US business; and<br />

––<br />

To continue with Committee training to keep<br />

appraised of legislative evolution and best practice.<br />

These items were covered during the year under review.<br />

Details of the risk review can be found in the <strong>Report</strong> of<br />

the Risk & CSR Committee on page 66. The processes<br />

for risk management and control of the US business<br />

were covered in reports from the internal audit function,<br />

and the Committee received updates from the external<br />

auditor in respect of financial matters.<br />

As detailed on page 51, the <strong>2017</strong> Board and Committee<br />

effectiveness reviews were carried out by way of<br />

an externally-provided questionnaire. The Audit<br />

Committee questionnaire covered time management<br />

and composition, Committee processes and support,<br />

the work of the Committee and priorities for change.<br />

The outcome of the review was considered at the<br />

Committee’s March meeting. The effectiveness of the<br />

Committee continued to be rated highly. It was agreed<br />

that the Committee should continue with its process<br />

and discussion of items, with importance placed on<br />

focus and discipline. The transition to a new CFO and<br />

external auditor was identified as a key priority for the<br />

Committee in the coming year, along with obtaining<br />

more insight into any issues created by the ongoing<br />

transformation programme, improving the insight<br />

provided and ensuring that the reporting focuses<br />

the Committee on the key issues.<br />

e) External Audit<br />

Review of the effectiveness of the external audit process<br />

The Committee’s September meeting considered<br />

the approach for monitoring the effectiveness and<br />

independence of the external audit process in the light<br />

of the requirements of the Code and Financial <strong>Report</strong>ing<br />

Council guidance. In terms of timing, in previous years,<br />

the external audit had still been under way when the<br />

effectiveness questionnaire had been issued, with<br />

the results of the review being considered at the<br />

Committee’s May meeting. As this timetable gave little<br />

opportunity for the external auditor to respond or correct<br />

any issues within the audit cycle, the Committee<br />

decided to change the timetable and to undertake the<br />

review around June time, by way of a questionnairebased<br />

process, and to report the findings at the<br />

September Audit Committee meeting. This would<br />

provide an opportunity for any improvements to be put<br />

in place in time for the year-end audit. For the purpose<br />

of the <strong>2017</strong> year-end, an update was provided at the<br />

Committee’s May meeting on the actions arising<br />

from the 2016 effectiveness review.<br />

The 2016 review had been undertaken by way<br />

of questionnaire and had included the views of<br />

management and employees who were involved in<br />

supporting the external audit work, feedback from<br />

the CFO and Group Financial Controller and an open<br />

Committee discussion without the external auditor<br />

being present.<br />

At the May <strong>2017</strong> meeting, a report was received detailing<br />

the improvement actions implemented during the <strong>2017</strong><br />

financial year external audit process which had arisen<br />

from the detailed 2016 review questionnaire referred<br />

to above, as well as the output from an effectiveness<br />

review meeting held between KPMG, Group Finance<br />

and Group Internal Audit earlier in the <strong>2017</strong> financial year.<br />

Review by the FRC’s Audit Quality Review Team<br />

During the year, the audit of the financial statements<br />

of the Group for the year ended 31 March 2016 was<br />

subject to a review by the Financial <strong>Report</strong>ing Council’s<br />

(‘FRC’) Audit Quality Review Team (‘AQRT’). The<br />

Committee did not consider any of the review findings<br />

to have a significant impact on KPMG’s audit approach.

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