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CORPORATE GOVERNANCE
The AC will review the independence of the external auditors annually. The AC has reviewed the non-audit services in relation to tax compliance
services provided by the external auditors, Ernst & Young LLP to the Group, and is satisfed that the nature and extent of such services will not
prejudice the independence and objectivity of the external auditors. Details of the aggregate amount of audit and non-audit fees paid to the
external auditors during the fnancial year ended 31 March 2014 are set out in Page 84 of the Annual Report. The AC has recommended that Ernst
& Young LLP be nominated for re-appointment as the Company’s auditors at the forthcoming AGM.
Ernst & Young LLP is the auditor of the Company and its Singapore incorporated subsidiary. The overseas subsidiary and associated companies
are not considered signifcant as defned under Rule 718 of the Catalist Rules. Therefore, the Company is in compliance with Rules 712 and 715 of
the Catalist Rules in relation to its external auditors.
The external auditors also provide regular updates and periodic briefngs to the AC on changes or amendments to accounting standards to enable
the members of the AC to keep abreast of such changes and their corresponding impact on the fnancial statements, if any.
The Company also has in place a whistle-blowing arrangement which has been communicated to all employees where employees may, in
confdence, raise any concerns or other matters to the Management and/or the AC and where applicable, independent investigations may be
carried out. Going forward, the Company intends to extend the whistle-blowing arrangement to include external parties such as the Company’s
business associates in the next fnancial year, and to disclose the procedures for raising concerns under the whistle blowing arrangement via the
Company’s website.
Principle 13 – Internal Audit
The Company has outsourced the internal audit function to a qualifed public accounting frm, WLA Regnum Advisory Services (the “IA”). The IA
was appointed pursuant to the approval of the AC, which also approves the removal, evaluation and compensation of the IA. The IA is expected
to meet or exceed the standards set 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 IA has unrestricted direct access and reports to the AC. The IA plans its scope of internal audit work in consultation with the AC, and submits
its annual internal audit plan to the AC for approval.
The IA has adopted a risk-based auditing approach that focuses on material internal controls, including fnancial, operational and compliance
controls and overall risk management of the Group. The AC has reviewed the effectiveness of the IA and is satisfed that the IA is adequately
resourced and has the appropriate standing within the Group to fulfl its mandate.
Principle 14 – Shareholder Rights
The Group’s corporate governance practices promote the fair and equitable treatment of all shareholders and facilitates the exercise of ownership
rights by all shareholders. All shareholders are entitled to attend general meetings and are provided the opportunity to participate effectively and
vote at all general meetings. If a shareholder is unable to attend a general meeting, such shareholder is entitled to appoint two proxies to attend
the meeting in his place.
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Annual Report 2014 •