31
GRAND BANKS YACHTS LIMITED
ANNUAL REPORT
2016
CORPORATE GOVERNANCE REPORT
11.3 The Board should comment on the adequacy and
effectiveness of the internal controls, including
financial, operational, compliance and information
technology controls, and risk management systems,
in the company’s Annual Report. The Board’s
commentary should include information needed by
stakeholders to make an informed assessment of
the company’s internal control and risk management
systems.
The Board should also comment in the company’s
Annual Report on whether it has received assurance
from the CEO and the CFO:
(a)
That the financial records have been properly
maintained and the financial statements
give a true and fair view of the company’s
operations and finances; and
(b)
Regarding the effectiveness of the
company’s risk management and internal
control systems.
Based on the internal controls established and maintained
by the Group, work performed by the internal and external
auditors, and reviews carried out by the management, various
Board Committees and the Board, the RMAC and the Board are
of the opinion that the Group’s internal controls, addressing key
financial, operational, compliance and information technology
controls and risk management systems, were adequate and
effective as at 30 June 2016.
The Board has received assurance from the CEO and CFO.
The Board is of the opinion that financial records have been
properly maintained and financial statements give a true and
fair view of the Group’s operation and finances. The Board is
satisfied with the adequacy and effectiveness of the Group’s
risk management and internal control systems.
11.4 The Board may establish a separate Board Risk
Committee or otherwise assess appropriate
means to assist it in carrying out its responsibility
of overseeing the company’s risk management
framework and policies.
The RMAC has the responsibility of overseeing the Company’s
risk management framework and policies. A new charter for
the RMAC was implemented in FY2015 to reflect the Revised
Guidelines for Audit Committees released by the Monetary
Authority of Singapore.
Audit Committee
Principle 12:
The Board should establish an Audit Committee (“AC”) with written terms of reference which clearly set out
its authority and duties.
Guidelines Of The Code
Grand Banks Corporate Governance Practices
12.1 The AC should comprise at least three directors,
the majority of whom, including the AC Chairman,
should be independent. All of the members of the
AC should be non-executive directors.
The Board should disclose in the company’s Annual
Report the names of the members of the AC and
the key terms of reference of the AC, explaining its
role and the authority delegated to it by the Board.
The RMAC is comprised of three independent directors and one
non-executive non-independent director who are appropriately
qualified to discharge their responsibilities and functions under
the terms of reference approved by the Board. It meets at least
four times a year.
Please refer to Table A for composition of RMAC.
12.2 The Board should ensure that the members of the
AC are appropriately qualified to discharge their
responsibilities. At least two members, including
the AC Chairman, should have recent and relevant
accounting or related financial management
expertise or experience, as the Board interprets
such qualification in its business judgement.
Please see Table A for the composition of the RMAC.
The RMAC is suitably qualified to discharge its responsibilities.
Three members are trained in accounting and financial
management.