44
GDS Global Limited Annual Report 2015
DIRECTORS’
STATEMENT
5
AUDIT COMMITTEE (cont’d)
(e)
review and report to the Board at least annually the adequacy and effectiveness of the
Company’s internal controls, including financial, operational, compliance and information
technology controls;
(f)
recommend to the Board on the opinion and disclosure in the annual report on the
adequacy and effectiveness of the Company’s risk management and internal control systems
in accordance with the Listing Manual Section B: Rules of Catalist of the Singapore Exchange
Securities Trading Limited (the “Listing Manual”) and the Code of Corporate Governance;
(g)
review the co-operation given by management to the external auditors and internal auditors,
where applicable;
(h)
review the financial statements of the Company and the Group, and discuss any significant
adjustments, major risk areas, changes in accounting policies, compliance with Singapore
Financial Reporting Standards, concerns and issues arising from the audits including any
matters which the auditors may wish to discuss in the absence of management, where
necessary, before their submission to the Board for approval;
(i)
review and discuss with auditors any suspected fraud, irregularity or infringement of any
relevant laws, rules or regulations, which has or is likely to have a material impact on the
Group’s operating results or financial position and management’s response;
(j)
review the transactions falling within the scope of Chapter 9 and Chapter 10 of the Listing
Manual, if any;
(k)
review any potential conflicts of interest and set out a framework to resolve or mitigate any
potential conflicts of interest;
(l)
review the key financial risk areas, 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;
(m) review the independence of the external auditors and recommend their appointment or re-
appointment, remuneration and terms of engagement;
(n)
review and approve foreign exchange hedging policies implemented by the Group and
conduct periodic review of foreign exchange transactions and hedging policies and
procedures;
(o)
undertake such other reviews and projects as may be requested by the Board and report to
the Board its findings from time to time on matters arising and requiring the attention of the
Audit Committee;
(p)
review arrangements by which an employee may, in confidence, raise concerns about
possible improprieties in matters of financial reporting and to ensure that arrangements are
in place for the independent investigations of such matters and for appropriate follow-up;
and
(q)
undertake generally such other functions and duties as may be required by statute or the
Listing Manual, as amended, modified or supplemented from time to time.
