Cordlife Group Limited
Annual Report 2016
39
Corporate
Governance Report
The BRC is regulated by a set of written terms of reference and comprises the following members:-
Joseph Wong Wai Leung (Independent Director) (Chairman of the BRC)
Dr Goh Jin Hian (Independent Director)
Wang Taiyang (Non-Executive Director) - appointed on 29 April 2016
Yee Pinh Jeremy (Executive Director) - resigned on 21 March 2016
The functions of the BRC include, amongst others:
1.
advising the Board on the Company’s overall risk tolerance and strategy;
2.
overseeing and advising the Board on the current risk exposures and future risk strategy of the Company;
3.
in relation to risk assessment, (i) reviewing the Company’s overall risk assessment processes that inform the
Board’s decision-making; (ii) reviewing regularly and approving the parameters used in these measures and the
methodology adopted; and (iii) setting a process for the accurate and timely monitoring of large exposures and
certain risk types of critical importance;
4.
reviewing the effectiveness of the Company’s internal controls and risk management systems and reviewing
and approving the statements to be included in the annual report concerning the effectiveness of the
Company’s internal control and risk management systems;
For FY2016, the Board has received written assurance from the Group CEO and CFO that:-
(a)
the financial records of the Company have been properly maintained and the financial statements give a true
and fair view of the Company’s operations and finances; and
(b)
the Company’s internal controls and risk management systems have been adequate and effective to address
the risks which the Company considers relevant and material to its operations.
The Company maintains a system of internal controls for all companies within the Group, but recognises that no
internal control system will preclude all errors and irregularities. The system is designed to manage rather than to
eliminate the risk of failure to achieve business objectives. The controls are to provide reasonable, but not absolute
assurance to safeguard shareholders’ investments and the Group’s assets.
Based on the internal controls established and maintained by the Group, work performed by the internal and external
auditors, reviews performed by Management, various Board Committees and the Board, and the written assurance
from the Group CEO and CFO, the AC and the Board are of the opinion that the Group’s internal controls addressing
key financial, operational, compliance and information technology controls, and risk management systems were
adequate and effective as at 30 June 2016.
Principle 12: Audit Committee
The AC, regulated by a set of written terms of reference, comprises five (5) Directors, all of whom are non-executive
and the majority of whom, including the Chairman of the AC, are independent:-
Eileen Tay-Tan Bee Kiew (Independent Director) (Chairman of the AC)
Ho Sheng (Independent Director)
Dr Ho Choon Hou (Non-Executive Director)
Joseph Wong Wai Leung (Independent Director)
Chen Bing Chuen Albert (Non-Executive Director) - appointed on 29 April 2016
The functions of the AC include, amongst others:
1.
reviewing the significant financial reporting issues and judgments so as to ensure the integrity of the financial
statements and any formal announcements relating to financial performance;
2.
reviewing the scope and results of the audit and its cost effectiveness, and the independence and objectivity of
the external auditors;
