Audit Committee and Accountability
(Extracted from Sun Hung Kai Properties Limited 2010/11 Annual Report dated 15 September 2011)
The Board is responsible for presenting a balanced and clear assessment of the Group’s performance and prospects. The Directors also acknowledge their responsibility for preparing the accounts that give a true and fair view of the Group’s financial position on a going-concern basis and other price-sensitive announcements and other financial disclosures. Management provides all relevant information and records to the Board, giving it the relevant information it needs to discharge these responsibilities.
In compliance with Rule 3.21 of the Listing Rules, an Audit Committee was established in 1999 and is chaired by Dr. Li Ka-cheung, Eric, an Independent Non-Executive Director. Other members of the Committee are Messrs. Yip Dicky Peter and Wong Yick-kam, Michael. All members are Non-Executive Directors and the majority of them is Independent Non-Executive Directors.
No former partner of the Company’s existing auditing firm acted as a member of the Audit Committee within one year from ceasing to be a partner or having any financial interest in the auditing firm.
The duties of the Audit Committee include:
- reviewing the financial statements of the Group's annual reports and accounts, and half-yearly reports before submitting them to the Board;
- reviewing the Group’s financial control, internal control and risk management systems;
- ensuring that management has fulfilled its duty to establish and maintain an effective internal control system including the adequacy of resources, qualifications and experience of staff of the Company’s accounting and financial reporting function, and their training programmes and budget;
- considering findings of major investigations of internal control matters;
- reviewing the internal audit programme and ensuring the internal audit function is adequately resourced and effective;
- reviewing the Group’s financial and accounting policies and practices;
- reviewing the external auditor’s management letter and questions raised by the auditor to management, and management’s response to such questions;
- reporting to the Board on matters relating to the Code; and
- meeting with the external auditor to discuss issues regarding audit if considered necessary (and in the absence of management if appropriate).
The Audit Committee is provided with sufficient resources enabling it to discharge its duties. The Audit Committee’s specific terms of reference are posted on the Company’s website.
The Audit Committee held three meetings during the year ended 30 June 2011. The attendance record of each member is set out below:
| Committee members | Meetings attended / Total | |
|---|---|---|
| Li Ka-cheung, Eric | 3/3 | |
| Yip Dicky Peter | 3/3 | |
| Wong Yick-kam, Michael | 3/3 | |
There was no disagreement between the Board and the Audit Committee on the selection, appointment, resignation or dismissal of the external auditor.
The Audit Committee reviewed the interim and final results of the Group as well as discussed and approved financial and other reports for the year under review. The Committee also reviewed the Group’s internal audit activities and discussed audit plans for the year ended 30 June 2011.
The Audit Committee monitors the audit and non-audit services rendered to the Group by its external auditor and ensures that their engagement in other non-audit services will not impair their audit independence or objectivity. An independence confirmation has been obtained from Deloitte Touche Tohmatsu which confirms that for the year ended 30 June 2011 and thereafter to the date of this Annual Report, they are independent of the Group in accordance with the independence requirements of the Hong Kong Institute of Certified Public Accountants.
The fees in respect of audit and non-audit services provided to the Company and its subsidiaries by Deloitte Touche Tohmatsu for the year ended 30 June 2011 amounted to approximately HK$12 million and HK$6 million respectively. The non-audit services mainly consist of taxation, review, consultancy and other reporting services.
