Accountability & Audit

Principle 10: Accountability
The Board, through its announcements of quarterly and full-year results, aims to provide shareholders with a balanced and clear assessment of the Group's performance and prospects on a quarterly basis.

Principle 11: Audit and Risk Committee
The ARC comprises Independent Directors, namely Mrs Fang (Chairman), Mr Pillay and Mrs Sam.

The ARC reviews, with the external and internal auditors, their audit plans, the system of internal controls, audit reports, management letter and the Company's management response. It also reviews the quarterly, half-year, and full-year results, as well as financial statements of the Group and Company before submission to the Board for its approval, focusing in particular on changes in accounting policies and procedures, major operating risk areas and overview of all Group risks on an integrated basis, including all matters affecting the Group's performance and the effectiveness of the Group's material internal controls. The ARC also reviews all interested person transactions.

The ARC commissions and reviews the findings of internal investigations into matters on suspected fraud, irregularity, failure of internal controls, and the infringement of any law, rule or regulation which has or is likely to have a material impact on the Company's results and/or financial position.

The ARC has reviewed the Company's Whistle-Blowing Policy which provides the mechanism by which employees and other persons may, in confidence, raise concerns about possible improprieties. The ARC is satisfied that arrangements are in place for the independent investigation of such improprieties and for appropriate follow-up action and resolutions.

The ARC has full access to and the co-operation of Management and full discretion to invite any Director or the Company's Senior Management to attend its meetings. The Company has an internal audit team that, together with the external auditors, reports its findings and recommendations independently to the ARC. During the year, the ARC met with the internal and external auditors and discussed with them any issues of concern. In the year under review, the ARC assessed the strength of the internal audit team and confirmed that the team is adequately resourced and suitably qualified to discharge its duty.

The ARC has undertaken a review of the nature and extent of all non-audit services performed by the external auditors during the year and is satisfied that such services have not affected their independence. It recommends the re-appointment of the external auditors. In addition, the ARC also reviewed the appointment of different auditors for its subsidiaries or significant associated companies to ensure that the appointment would not compromise the standard and effectiveness of the audit of the Company or its subsidiaries or significant associated companies.

In the opinion of the Directors, the Group complies with the Code's guidelines on audit committees as well as Rule 716 of the SGX-ST Listing Manual.

Principles 12 and 13: Internal Controls & Internal Audit
Internal audit is an independent function within the Company. The Head of Internal Audit reports directly to the ARC with a dotted-line relationship to the Group Managing Director of the Company for administrative matters. The Internal Audit team assists the ARC and the Board by performing regular evaluations on the Group's internal controls, financial and accounting matters, compliance, business and risk management policies and procedures and ensuring that internal controls are adequate to meet the Group's requirement.

The Internal Auditor plans the internal audit schedules annually in consultation with, but independent of, Management. Its plans are submitted to the ARC for approval.

The Internal Auditor has met the standards as set out by nationally or internationally recognised professional bodies including the Standards for the Professional Practice of Internal Auditing set by The Institute of Internal Auditors.

The Company's structure of internal controls consists of policies and procedures established to provide reasonable assurance on the effectiveness of the Group's system of internal controls in light of key business and financial risks affecting the operations.

The ARC reviews the proposed scope of the internal audit function and assesses its adequacy annually. The Internal Audit team's summary of findings and recommendations are reviewed and discussed at the ARC meetings.

The Board and Management of the Group attach a high importance to having a sound system of internal controls and have been continuously expanding the Group's internal audit capacities through additional staffing and/or outsourcing.

During the financial year, the ARC on behalf of the Board, has reviewed the effectiveness of the Group's system of internal controls in light of key business and financial risks affecting the operations. Based on the Internal Auditors' report submitted by the Internal Auditor and the various controls put in place by Management, the Board has reviewed, and is satisfied with, the adequacy of the Group's internal controls.

The Group has in place a formal risk management process to identify, evaluate and manage significant risks impacting the Group. The Group Risk Management Committee, comprising certain members of our Senior Management, reports to the ARC, on an annual basis, the Group's strategic risks and the measures taken to address them. On a quarterly basis, all significant risks to the Group and/or properties are highlighted at the ARC meetings.