SUNMOON FOOD COMPANY LIMITED - ANNUAL REPORT 2015 - page 24

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SUNMOON FOOD COMPANY LIMITED
ANNUAL REPORT 2015
REPORT ON
CORPORATE GOVERNANCE
the internal controls and procedures and ensure co-ordination between the external auditors and
Management, reviewing the assistance given by Management to the auditors, and discussing problems and
concerns, if any, arising from the interim and final audits, and any matters which the auditors may wish to
discuss (in the absence of Management where necessary);
(e)
Review and discuss with external auditors and internal auditors about any suspected fraud or irregularity, or
suspected infringement of any relevant laws, rules or regulations, which has or is likely to have a material impact
on the Company’s operating results or financial position, and Management’s response;
(f)
Make recommendations to the Board on the proposals to the shareholders on the appointment, re-appointment
and removal of the external auditors, and approving the remuneration and terms of engagement of the external
auditors. Where the external auditors also supply a substantial volume of non-audit services to the company, the
ARC review the nature and extent of such services, seeking to maintain objectivity;
(g)
Meet with both external auditors and internal auditors, in each case without the presence of Management, at least
once annually;
(h)
Review the policy and arrangements by which staff of the company and any other persons may, in confidence, raise
concerns about possible improprieties in matters of financial reporting or other matters to ensure that arrangements
are in place for such concerns to be raised and independently investigated, and for appropriate follow-up action
to be taken;
(i)
Conduct an annual review of the whistleblowing arrangements to ensure effective implementation. Where necessary,
the arrangements should be amended;
(j)
Review transactions falling within the scope of Chapter 9 of the Listing Manual and potential conflicts of interests,
if any;
(k)
Undertake such other reviews and projects as may be requested by the Board and to report to the Board its findings
from time to time on matters arising and requiring the attention of ARC;
(l)
Generally undertake such other functions and duties as may be required by statute and the Listing Manual, and by
such amendments made thereto from time to time.
Risk
Assist the Board in carrying out responsibilities of overseeing the company’s risk management framework and policies:
(a)
Identify, assess, monitor and manage risks associated with the operations of the Group, and examine any other
matters relating to risks that are referred to it by the Board;
(b)
Build consensus among the Board members and Management on acceptable risk levels (in terms of risk likelihood
and its impact) and monitor current risk levels;
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