102 | CapitaLand Limited Annual Report 2014
Appendix
Directors’ Report
AUDIT COMMITTEE
The Audit Committee members at the date of this report are Ms Euleen Goh Yiu Kiang (Chairman), Mr James Koh Cher
Siang, Tan Sri Amirsham Bin A Aziz and Dr Philip Nalliah Pillai.
The Audit Committee shall discharge its duties in accordance with the Companies Act (Chapter 50) and the Listing
Manual of the SGX-ST. The Audit Committee shall also be guided by the Code of Corporate Governance (2 May 2012)
and the Guidebook for Audit Committee in Singapore (Second Edition), and any such codes or regulations as may be
applicable from time to time.
The principal responsibility of the Audit Committee is to assist the Board of Directors in fulmlling its oversight responsibilities.
Areas of review by the Audit Committee include
t
the reliability and integrity of the mnancial statements;
t
the impact of new, revised or proposed changes in accounting policies or regulatory requirements on the mnancial
statements;
t
the compliance with laws and regulations, particularly those of the Act and the Listing Manual of the SGX-ST;
t
the appropriateness of quarterly and full year announcements and reports;
t
the adequacy of internal controls and evaluation of adherence to such controls;
t
the effectiveness and efmciency of internal and external audits;
t
the appointment and re-appointment of external auditors and the level of auditors’ remuneration;
t
the nature and extent of non-audit services and their impact on independence and objectivity of the external
auditors;
t
interested person transactions;
t
the mndings of internal investigation, if any;
t
the processes put in place to manage any material connicts of interest within the Group; and
t
all connicts of interest matters referred to it.
The Audit Committee also reviews the policy and arrangements by which employees of the Company and any other
persons may, in conmdence, report suspected fraud or irregularity or suspected infringement of any laws or regulations
or rules or, raise concerns about possible improprieties in matters of mnancial reporting or other matters, with a view
to ensuring that arrangements are in place for such concerns to be raised and independently investigated and for
appropriate follow-up to be taken. Where the Audit Committee becomes aware of any improprieties, the Audit Committee
shall discuss such matter with the external auditor and, at an appropriate time, report the matter to the Board. Where
appropriate, the Audit Committee shall also commission internal investigations into such matters. Pursuant to this,
the Audit Committee has introduced a whistle blowing policy where employees may raise improprieties to the Audit
Committee Chairman in good faith, with the conmdence that employees making such reports will be treated fairly and
be protected from reprisal.
The Audit Committee met four times in 2014. Specimc functions performed during the year included reviewing the
scope of work and strategies of both the internal and external auditors, and the results arising therefrom, including their
evaluation of the system of internal controls. The Audit Committee also reviewed the assistance given by the Company’s
ofmcers to the auditors. The mnancial statements of the Group and the Company were reviewed by the Audit Committee
prior to the submission to the Board of Directors of the Company for adoption. The Audit Committee also met with the
internal and external auditors, without the presence of management, to discuss any issues of concern with them.
