39
ANNUAL REPORT 2015
The AC reviews interested person transactions to ensure that they are carried out on normal commercial terms and are not
prejudicial to the interests of the Company and its minority shareholders. The AC also reviews the consolidated financial
statements and the auditors’ report, as well as related announcements to shareholders and the Singapore Exchange Securities
Trading Limited (“
SGX-ST
”) before submission to the Board.
The AC has reviewed and is satisfied that the independence and objectivity of the external auditors have not been compromised
by the provision of non-audit services. Accordingly, it has recommended to the Board the nomination of the external auditors,
Ernst & Young LLP, for re-appointment at the forthcoming Annual General Meeting to be held on 29 April 2016. In FY2015, the AC
met once with the external auditors without the presence of the Management.
The details of the remuneration paid to the external auditors for FY2015 are as follows:
S$’000
Audit fees paid/payable to:
– Auditors of the Company
406
– Overseas affiliates of the auditors of the Company
250
Non-audit fees paid/payable to:
– Auditors of the Company
122
– Overseas affiliates of the auditors of the Company
63
The AC, having reviewed the nature and quantum of the non-audit fees, was satisfied that the independence of the external
auditors had not been compromised by the provision of the non-audit services.
In appointing the audit firms for the Group, the AC is satisfied that the Company has complied with the Listing Rules 712, 715 and 716.
WHISTLEBLOWER POLICY
In line with Guideline 12.7 of the Code, the Company has a whistle-blowing procedure in place for employees to raise, in
confidence, possible improprieties in matters of financial reporting or other matters. The policy, available on the Company’s
intranet, aims to foster a workplace conducive to open communication regarding the Company’s business practices and to
protect the employees from unlawful retaliation and discrimination for the proper disclosing or reporting of illegal or unethical
conduct in good faith.
Complaints may be made to the designated officers by telephone, email or under confidential mail. All cases reported will be
investigated objectively and thoroughly and appropriate action will be taken where warranted. A summary of the reports received,
investigation results and subsequent actions taken are reported to the AC on a quarterly basis. Under certain circumstances, the
AC will be informed of any complaint, as soon as practicable.
RISK MANAGEMENT AND INTERNAL CONTROLS
(Principle 11)
The Board recognises that it is responsible for risk governance and ensuring that the Management maintains a sound system of
risk management and internal controls to safeguard shareholders’ investments and the Group’s assets. The Board appreciates that
risk management is an on-going process in which the Management continuously participate to evaluate, monitor and report to
the Board and AC on significant risks.
The AC under its Terms of Reference as delegated by the Board, has the responsibility to oversee the Group’s risk management
framework and policies.
REPORT ON CORPORATE GOVERNANCE
