The AC has explicit authority to investigate any matter within the scope of its
duties and is authorised to obtain independent professional advice. It has full
access to and co-operation of the management and reasonable resources
to enable it to discharge its duties properly. It also has full discretion to invite
any executive director or any other person to attend its meetings. The AC
meets with the internal and external auditors separately, at least once a year,
without the presence of management to review any areas of audit concern.
Individual members of the AC also engage the internal and external auditors
separately in ad hoc meetings.
For the financial year under review, the AC has reviewed the non-audit services
provided by the Company’s external auditors, which comprised attestation
services required under the Approved International Shipping Enterprise
Scheme. The AC is satisfied that their independence and objectivity have
not been impaired by the provision of those services. The fees payable to the
external auditors in respect of audit and non-audit services, are set out on
page 139 of this Annual Report.
The AC meets with the external auditors at least twice a year on presentations
of annual audit plan and full year results audit. Apart from financial reporting
standards updates, discussions on audit and risk management matters,
accounting implications of any material transactions and significant financial
reporting issues are covered. From time to time, the AC is also kept abreast
by the management at Board meetings on changes to the financial reporting
standards, SGX-ST listing rules and other regulations which could have an
impact on the Group’s business and financial statements. The Company
Secretary informs the directors of upcoming conferences and seminars
relevant to their roles as directors and members of Board Committees.
The AC has recommended to the Board the re-appointment of Ernst & Young
LLP as the Company’s external auditors at the forthcoming AGM. There is no
member of the AC 1) who was a former partner or director of the Company’s
existing auditing firm within the past 12 months; and 2) hold any financial
interest in the auditing firm.
The Group has complied with Rule 712 and Rule 715 read with Rule 716
of the SGX-ST Listing Manual in relation to the appointments of its
external auditors.
WHISTLE-BLOWING POLICY
The Company has put in place a whistle-blowing policy and procedures
duly endorsed by the AC, where employees of the Group may, anonymously
and in confidence, raise concerns about possible corporate improprieties
in financial reporting or other matters such as suspected fraud, corruption,
dishonest practices etc. to the designated persons. All reports including
unsigned reports, reports weak in details and verbal reports are considered.
To ensure independent investigation into such matters and for appropriate
follow up action, all whistle-blowing reports are reviewed by the Lead
Independent Director, AC and the Board. In the event that the report is about
a director, that director shall not be involved in the review and any decisions
with respect to that report.
Governance
Disclosure Guide
Guideline 12.6:
(a) Please provide a
breakdown of the fees
paid in total to the
external auditors for
audit and non-audit
services for the
financial year.
(b) If the external auditors
have supplied a
substantial volume
of non-audit services
to the Company,
please state the
bases for the Audit
Committee’s view on
the independence of
the external auditors.
CORPORATE GOVERNANCE REPORT
48
ASL Marine Holdings Ltd.
Annual Report 2016
