32
GRAND BANKS YACHTS LIMITED
ANNUAL REPORT
2016
CORPORATE GOVERNANCE REPORT
12.3 The AC should have explicit authority to investigate
any matter within its terms of reference, full access
to and co-operation by Management and full
discretion to invite any director or executive officer
to attend its meetings, and reasonable resources to
enable it to discharge its functions properly.
The Committee has full access to and the cooperation of the
Group’s management team to enable it to properly discharge
its responsibilities. The RMAC has full discretion to invite any
executive officer to attend its meetings and has access to other
outside resources to enable it to perform its duties. The RMAC
has explicit authority to investigate any matter within its terms
of reference.
12.4 The duties of the AC should include:
(a)
reviewing the significant financial reporting
issues and judgements so as to ensure the
integrity of the financial statements of the
company and any announcements relating
to the company’s financial performance;
The RMAC meets at least on a quarterly basis to review
the quarterly results of the Group and the audited annual
financial statements, SGXNET announcements and all related
disclosures to shareholders before submission to the Board
for approval. In the process, the RMAC reviews the key areas
of management judgement applied for adequate provisioning
and disclosure, critical accounting policies and any significant
changes that would have an impact on the financials.
(b)
reviewing and reporting to the Board at least
annually the adequacy and effectiveness of
the company’s internal controls, including
financial, operational, compliance and
information technology controls (such review
can be carried out internally or with the
assistance of any competent third parties);
The RMAC evaluates the adequacy and effectiveness of the
internal controls including financial, operational, compliance and
information technology controls and regulatory compliance of
the Group through discussion with Management and both its
internal and external auditors.
(c)
reviewing the effectiveness of the company’s
internal audit function;
The RMAC discusses the significant internal audit observations,
as well as Management’s responses and actions to correct any
deficiencies, with Management and the external auditors. It also
reviews the internal audit plans, determines the scope of audit
examination and approves the internal audit budget.
(d)
reviewing the scope and results of the
external audit, and the independence and
objectivity of the external auditors; and
The RMAC reviews the following: the scope of the independent
auditors’ audit plan; the cost-effectiveness of the independent
audit; the independent auditor’s reports and the significant
financial reporting issues and judgements to assess the integrity
of the Group’s financial statements.
The RMAC also reviews the independence and objectivity of the
external auditors as well as the Group’s compliance with the
Listing Manual and Code of Corporate Governance including
interested person transactions and whistle-blowing activities,
if any.
(e)
making recommendations to the Board on
the proposals to the shareholders on the
appointment, re-appointment and removal
of the external auditors, and approving the
remuneration and terms of engagement of
the external auditors.
The RMAC recommends to the Board the appointment, re-
appointment and removal of external auditors, and approves
the remuneration and terms of engagement of the external
auditors.
