64
BAKERTECHNOLOGYLIMITED
ANNUALREPORT2013
CorporateGovernance
sustain
Principle12: Audit Committee
TheAudit Committee (“AC”) comprises the following:
Mr AngMiahKhiang
2
(Chairman and Independent Director)
MrWongMengYeng
(Lead Independent Director)
Ms Han SahHeok Vicky
3
(Independent Director)
Notes:
1
Mr TanYangGuan resigned as amember of theAC on 1 January 2014.
2
Mr AngMiah Khiangwas appointed as amember of the AC on 1 November 2013 and as the Chairman of the AC in place of Mr LimHo Seng on 1 January
2014.
3
Ms Han SahHeok Vickywas appointed as amember of theAC on1 January 2014
.
The Board is of the view that the ACmembers are appropriately qualified, withmajority of themembers having recent and
relevant accountingor related financial management expertise and experience.
Themain responsibilities of theAC are to assist the Board indischarging its statutory andother responsibilities relating to four
main areas:
• Overseeing financial reporting;
• Overseeing internal control and riskmanagement systems;
• Overseeing internal and external audit processes; and
• Overseeing interested person transactions.
TheAC carried out their duties in accordancewith the terms of referencewhich include the following:
(i)
Review the scope and results of the external audit work, cost effectiveness of the audit, and the independence and
objectivity of the external auditors.
(ii)
Review the Group’s quarterly and full year financial statements, the accounting principles adopted and the external
auditor’s report on the financial statements of theGroup before submission to the Board for approval.
(iii) Review, with the internal auditors, the scope of the internal audit procedures and the results of the internal audit,
monitoring the responses to their findings to ensure that appropriate follow-upmeasures are taken.
(iv) Review and report to the Board at least annually on the adequacy and effectiveness of the Group’s internal controls,
including financial, operational, compliance and information technology controls and riskmanagement systems, relying
on reviews carried out by the internal auditors.
(v)
Recommend to theBoardon theproposals to the shareholders on the appointment, re-appointment and removal of the
external auditors.
(vi) Review interested person transactions in accordance with the requirements of the Listing Manual of the Singapore
Exchange Securities Trading Limited (“SGX-ST”).
The ACmet five times during the year under review. Details of members and their attendance at meetings are provided on
page 55. The auditors (if required), theCFO andCompany Secretary are invited to thesemeetings.
The AC has the authority to investigate any activity it deems appropriate within its Terms of Reference and is authorised to
obtain independent professional advice. It has full access to and cooperationof theManagement and reasonable resources to
enable it to discharge its duties properly. It also has full discretion to invite any director, member ofmanagement or any other
person to attend itsmeetings.
