Directors' Responsibilities Statement on Financial ... - Bursa Malaysia
Directors' Responsibilities Statement on Financial ... - Bursa Malaysia
Directors' Responsibilities Statement on Financial ... - Bursa Malaysia
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<str<strong>on</strong>g>Statement</str<strong>on</strong>g> <strong>on</strong> Internal C<strong>on</strong>trol<br />
Introducti<strong>on</strong><br />
Pursuant to paragraph 15.27(b) of the Kuala Lumpur Stock Exchange<br />
(“KLSE”) Listing Requirements, the Board of Directors (“the Board”)<br />
of Nylex (<strong>Malaysia</strong>) Berhad (“the Company”) is pleased to provide the<br />
following statement <strong>on</strong> the state of internal c<strong>on</strong>trol of the Company and<br />
its subsidiaries (“the Group”), which has been prepared in accordance<br />
with the “<str<strong>on</strong>g>Statement</str<strong>on</strong>g> <strong>on</strong> Internal C<strong>on</strong>trol: Guidance for Directors of<br />
Public Listed Companies” issued by the Institute of Internal Auditors<br />
<strong>Malaysia</strong> and as adopted by the KLSE.<br />
The Board’s <str<strong>on</strong>g>Resp<strong>on</strong>sibilities</str<strong>on</strong>g><br />
The Board acknowledges its resp<strong>on</strong>sibility for maintaining a sound<br />
system of internal c<strong>on</strong>trols, and for reviewing its adequacy and integrity<br />
throughout the Group in order to safeguard the Group’s assets and<br />
shareholders’ investments. The Group recognises that the review of<br />
the effectiveness of the system of internal c<strong>on</strong>trol is a c<strong>on</strong>tinuous<br />
process designed to manage rather than eliminate the risk of failure to<br />
achieve the Group’s business objectives. In pursuing these objectives,<br />
internal c<strong>on</strong>trols can <strong>on</strong>ly provide reas<strong>on</strong>able and not absolute<br />
assurance against material misstatement, fraud or losses. It is possible<br />
that internal c<strong>on</strong>trol may be circumvented or overridden. Furthermore,<br />
because of changing circumstances and c<strong>on</strong>diti<strong>on</strong>s, the effectiveness<br />
of an internal c<strong>on</strong>trol system may vary over time. The rati<strong>on</strong>ale of the<br />
system of internal c<strong>on</strong>trols is to enable the Group to achieve its<br />
corporate objectives within an acceptable risk profile and cost and<br />
cannot be expected to eliminate all risks.<br />
Key elements of Internal C<strong>on</strong>trol<br />
Key elements of internal c<strong>on</strong>trol that the Board has established in<br />
reviewing the adequacy and integrity of the system of internal c<strong>on</strong>trols<br />
are as follows:<br />
Organisati<strong>on</strong> structure and resp<strong>on</strong>sibility levels<br />
The Group has placed competent and resp<strong>on</strong>sible pers<strong>on</strong>nel to<br />
oversee the Group’s operating functi<strong>on</strong>s. The Group has a well defined<br />
management structure with clear lines of accountability and<br />
documented delegati<strong>on</strong> of authority that sets out the decisi<strong>on</strong>s that<br />
need to be taken and the appropriate authority levels for major tenders,<br />
major capital expenditure projects, acquisiti<strong>on</strong> and disposal of<br />
business and other significant transacti<strong>on</strong>s that require Board<br />
approval.<br />
Investment decisi<strong>on</strong>s are delegated to Executive Management in<br />
accordance with authority limits. Comprehensive appraisal and<br />
m<strong>on</strong>itoring procedures are applied to all major investment decisi<strong>on</strong>s.<br />
26 Nylex Annual Report 2003<br />
C<strong>on</strong>trol procedures and activities<br />
The Board recognises the importance of ensuring c<strong>on</strong>sistent<br />
operati<strong>on</strong>s throughout the Group. The Group Policies Manual (“GPM”)<br />
that sets out the policies, procedures and practices is currently being<br />
revised to reflect the current operati<strong>on</strong>s and structure of the Group and<br />
is to be adopted by all subsidiaries within the Group. The GPM sets out<br />
the policies and procedures for day-to-day operati<strong>on</strong>s and acts as<br />
guidance to employees <strong>on</strong> the necessary tasks to be taken in a given<br />
set of circumstances. The GPM will allow tasks to be performed with<br />
minimal supervisi<strong>on</strong>, as well as specify the relevant authority limits to be<br />
complied with by each level of management within the Group.<br />
The Group undertakes a comprehensive business planning and<br />
budgeting process each year to establish plans and targets against<br />
which performance is m<strong>on</strong>itored <strong>on</strong> an <strong>on</strong>going basis. During the<br />
business planning process, the Group’s business objectives, strengths,<br />
weaknesses, opportunities, threats and key business risks are<br />
identified and acti<strong>on</strong> plans are formulated there<strong>on</strong>. The business<br />
objectives and acti<strong>on</strong> plans are reviewed regularly in m<strong>on</strong>thly<br />
management meeting throughout the year. In additi<strong>on</strong>, the Group<br />
commits utmost importance <strong>on</strong> safeguarding the Group’s assets<br />
through assessment of insurance policies annually. The Board also<br />
reviewed the risk-based internal audit plan developed by the internal<br />
auditors and m<strong>on</strong>itored the efforts taken by management to address<br />
the risks and c<strong>on</strong>trols issues within the Group as highlighted by the<br />
internal auditors. The Group c<strong>on</strong>tinues its efforts to further enhance its<br />
current risk management practices.<br />
Reporting and review<br />
There is a m<strong>on</strong>thly management reporting mechanism in m<strong>on</strong>itoring<br />
and reviewing the financial results and forecasts for all subsidiaries<br />
within the Group, including m<strong>on</strong>itoring and reporting there<strong>on</strong>, of<br />
performance against the operating plans and annual budgets. M<strong>on</strong>thly<br />
business meetings am<strong>on</strong>g senior management are held to discuss<br />
operating and financial issues.<br />
The Group’s financial system records business transacti<strong>on</strong>s to produce<br />
m<strong>on</strong>thly management accounts that allow management to focus <strong>on</strong><br />
key areas of c<strong>on</strong>cern. The quarterly financial reporting of the Group will<br />
<strong>on</strong>ly be announced after being reviewed by the Audit Committee and<br />
approved by the Board.