34
LHN Limited Annual Report
Report on
Corporate Governance
(n) review potential conflicts of interest (if any) and to set out a framework to resolve or mitigate any
potential conflicts of interests
;
(o) review the risk management framework with a view to providing an independent oversight on the Group
’
s
financial reporting
,
the outcome of such review to be disclosed in the annual reports or
,
where the
findings are material
,
announced immediately via SGXnet
;
(p) investigate any matters within its terms of reference
;
(q) review the policy and arrangements
,
by which the staff or any third party may
,
in confidence
,
raise
concerns about possible improprieties including matters of financial reporting and to ensure that
arrangements are in place for the independent investigations of such matter and for appropriate
follow-up
;
(r) where the AC deems necessary
,
to commission and review the findings of any internal investigations into
matters where there is any suspected fraud or irregularity
,
or failure of internal controls or suspected
infringement of any Singapore law
,
rule or regulation which has or is likely to have a material impact
on our Group
’
s operating results and/or financial position
;
(s) where the AC deems necessary
,
to commission an annual internal control audit until such time as the
AC is satisfied that the Group
’
s internal controls are robust and effective enough to mitigate the Group
’
s
internal control weaknesses (if any)
;
(t) to report to the Board its findings from time to time on matters arising and requiring the attention of
the Committee or to undertake such other reviews and projects as may be requested by the Board
;
and
(u) to undertake such other functions and duties as may be required by statute or the Catalist Rules
,
and
by such amendments made thereto from time to time
.
The AC has explicit authority to investigate any matter within its terms of references
.
It has full access to
Management and full discretion to invite any Director or Key Management Personnel to attend its meetings
,
and to be provided with reasonable resources to enable it to discharge its functions properly
.
The Executive
Directors and Key Management Personnel
,
as and when required
,
were invited to be present at the AC
meetings to report and brief the AC members on the financial and operating performance of the Group and
to answer any queries from the AC members on any aspect of the operations of the Group
.
The AC had met up with the external auditors without the presence of Management in November 2015
.
The
external auditors were also invited to be present at AC meetings
,
as and when required
,
held during FY2015
to
,
inter alia
,
answer or clarify any matter on accounting and auditing or internal controls
.
The aggregate amount of expense paid or payable to Foo Kon Tan LLP (
“
FKT
”
) for FY2015 are as follows
:
Description of Services
Amount
Percentage
Audit fees
S$210
,
379
49%
Non-audit fees
S$104
,
600
24%
IPO-related fees
S$117
,
500*
27%
Total
S$432
,
479
100%
* During FY2015
,
the Group has paid S$117
,
500 to the external auditors and its member firms for their
roles as reporting accountants in relation to the listing of the Company
.
The amount charged to profit
and loss account amounted to S$94
,
040 and the amount charged to share issue expense under share
capital amounted to S$23
,
460
.
