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Support Build Plan - Dimension Data

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audit committee report<br />

The Audit Committee presents a report on its activities during the period.<br />

The Audit Committee<br />

The members of the audit committee for<br />

the period under review were as follows:<br />

Rory Scott (Chairman)<br />

Gordon Waddell<br />

Robert Mansfield<br />

Derek Irish<br />

The audit committee is comprised of<br />

independent non-executives and Derek<br />

Irish who is a senior partner in an<br />

independent accounting practice. The<br />

Committee met four times during the<br />

period under review, once without<br />

management and auditors present. A<br />

table showing attendance at committee<br />

meetings is available on page 37. Of the<br />

committee members, three are qualified<br />

chartered accountants. Biographical<br />

details for all directors can be found on<br />

pages 12 to 15.<br />

The Board of Directors has approved<br />

written terms of reference for the Audit<br />

Committee, and a copy of the terms of<br />

reference are available on the Company’s<br />

website www.didata.com.<br />

The main duties and activities of the<br />

Committee in the period under review can<br />

be summarised as follows:<br />

Internal control<br />

The Committee has reviewed the<br />

effectiveness of the Group’s internal<br />

controls and procedures for identification,<br />

assessment and reporting of risks and<br />

has reported to the Board on the outcome<br />

of this review.<br />

38 DIMENSION DATA<br />

Internal audit<br />

The Committee has appointed<br />

PricewaterhouseCoopers to undertake the<br />

internal audit function for the Group. The<br />

Committee confirms their programme of<br />

work, and reviews their reports. The head<br />

of the internal audit function has direct<br />

access to both the chairman of the Audit<br />

Committee and the Chairman of the<br />

Board. The Committee has met with the<br />

internal auditors twice during the period<br />

under review.<br />

External audit<br />

The Committee reviews performance of<br />

the auditors, and the level of audit service<br />

provided. In the period under review the<br />

Committee has reviewed the scope of the<br />

interim review and year end audit<br />

including the Group materiality level.<br />

Auditor independence is discussed and<br />

confirmed at each meeting. Within the<br />

terms of reference the Committee has<br />

agreed that all types and levels of nonaudit<br />

work must be approved by the<br />

Committee. Details of the split between<br />

audit and non-audit work can be found in<br />

Note 5 of the annual financial statements.<br />

The Committee considers that this policy,<br />

together with the other controls in place<br />

within the Group, are sufficient to ensure<br />

the objectivity and independence of the<br />

auditors. Non-audit work during the period<br />

has comprised tax compliance work,<br />

forensic work and a treasury review.<br />

The Committee has reviewed the auditors’<br />

management letters and the responses by<br />

management, and has met with the<br />

external auditors three times during the<br />

period under review.<br />

Financial statements<br />

The Committee has reviewed the financial<br />

statements for the period, and has<br />

considered matters such as the<br />

consistency of accounting policies,<br />

decisions requiring a major element of<br />

judgement, compliance with accounting<br />

standards, the going concern assumption<br />

and the statement on internal control<br />

systems.<br />

Other matters<br />

A revised ethical code, whistleblowing<br />

policy, and procedures for whistleblowers<br />

will be reviewed by the Committee,<br />

recommended to the Board and<br />

implemented. This policy is intended to<br />

assist individuals who believe they have<br />

discovered serious malpractice or<br />

impropriety to take the appropriate action.<br />

A copy of the revised ethical code and<br />

whistleblowing policy will be made<br />

available on the Company’s website.

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