CORPORATE GOVERNANCE STATEMENT
37
The AC also undertook:
• Such other reviews and projects as may be requested by the Board and report to the Board its
findings from time to time on matters arising and requiring the attention of the AC; and
• Such other functions and duties as may be required by statute or the Listing Rules, and by such
amendments made thereto from time to time.
To effectively discharge its responsibilities, the AC has full access to, and the co-operation of, the
management and has full discretion to invite any Director and other relevant party to attend its meetings.
Full resources are made available to the AC to enable it to discharge its function properly.
The AC has full access to the Independent Auditor and Internal Auditor and meets them at least once a
year without the presence of management.
Changes to accounting standards and issues which have a direct impact on financial statements will be
highlighted to the AC from time to time by the Independent Auditor. The Independent Auditor will work
with management to ensure that the Group complies with the new accounting standards, if applicable.
During the year under review, the aggregate amount of fees paid to the Independent Auditor for the audit
services amounted to $222,000. There was no non-audit services fees being paid to the Independent
Auditors for the financial year ended 31 December 2014. Being satisfied with the independence of the
Independent Auditor, the AC, with the concurrence of the Board, has recommended the re-appointment of
Nexia TS Public Accounting Corporation (“
Nexia
”) at the upcoming AGM.
Save for two foreign-incorporated subsidiaries which are not principal subsidiaries, all the Company’s
subsidiaries are audited by Nexia and its member firms The Board and AC are satisfied that the
appointment of different auditors would not compromise the standard and effectiveness of the audit of
the Company. The Group is in compliance with Rule 712 and Rule 716 of the Listing Manual of SGX-ST in
relation to its Independent Auditor.
The Group has put in place a Whistle Blowing Policy (the “
Policy
”), which provides a channel for employees
of the Group to report in confidence, without fear of reprisals, concerns about possible improprieties
in financial reporting or other matters. The Policy is to assist the AC in managing allegations of fraud
or other misconduct; disciplinary and civil actions that are initiated following the completion of the
investigations are appropriate and fair; and actions taken to correct the weakness in the existing system
of internal processes which allowed the perpetration of the fraud and/or misconduct and to prevent
recurrence.
The internal audit function has been outsourced to a professional firm, Mazars LLP (“the
Internal
Auditor
”) in order to satisfy and comply with the requirements of best practices set out in the Code. The
Internal Auditor reports directly to the AC on audit related matters and reports to the CFO of the Company
on administrative-related matters. The Internal Auditor plans its audit schedules in consultation with, but
independent of, the management. The audit schedules are approved by the AC.
The AC approves the hiring, removal, evaluation and compensation of the accounting/audit firm or
corporation to which the internal audit function is outsourced. The Internal Auditor had unfettered access
to all the Company’s documents, records, properties and personnel, including access to the AC.
The Internal Auditor carries out its function according to the standards set by nationally or internationally
recognised professional bodies including the Standards for the Professional Practice of Internal Auditing
set by The Institute of Internal Auditor.
The AC and Board reviews the adequacy and effectiveness of the internal audit function annually and they
are satisfied that the Internal Auditor has adequate resources and appropriate standing within the Group
and the Company.