Page 38 - Sun Resources 2014 Annual Report

Principle 4: Safeguard integrity in
corporate reporting
Audit Committee
The audit committee at 30 June 2014 consists of the
following Directors.
Mr D Kestel (Non-Executive Director)
Dr W G Martinick (Non-Executive Director)
All members of the audit committee are financially literate
and have an appropriate understanding of the industry in
which the Group operates.
The audit committee operates in accordance with a charter.
The main responsibilities of the committee are to:
• Review, assess and approve the annual report,
the half-year financial report and all other relevant
financial information published by the Company.
• Assist the Board in reviewing the effectiveness of the
organisation’s internal control environment covering
• Effectiveness and efficiency of operations
• Reliability of financial reporting
• Compliance with applicable laws and regulations.
• Oversee the effective operation of the risk
management framework.
• Recommend to the Board the appointment, removal
and remuneration of the external auditors, and
review the terms of their engagement, the scope and
quality of the audit and assess performance.
• Consider the independence and competence of the
external auditor on an ongoing basis.
• Review and approve the level of non-audit services
provided by the external auditors and ensure it does
not adversely impact on auditor independence.
• Review and monitor related party transactions and
assess their propriety.
• Report to the Board on matters relevant to the
committee’s role and responsibilities.
In fulfilling its responsibilities, the audit committee:
• Receives regular reports from management, and the
external auditors.
• Meets with the external auditors if necessary.
• Reviews the processes the CEO and CFO have in
place to support their certificates to the Board.
• Reviews any significant disagreements between the
auditors and management, irrespective of whether
they have been resolved.
• Provides the external auditors with a clear line
of direct communication at any time to either
the Chairperson of the audit committee or the
Chairperson of the Board.
The audit committee has authority, within the scope of its
responsibilities, to seek any information it requires from any
employee or external party.
External Auditors
The Company and audit committee policy is to appoint
external auditors who clearly demonstrate quality and
independence. The performance of the external auditor is
reviewed annually and applications for tender of external
audit services are requested as deemed appropriate,
taking into consideration assessment of performance,
existing value and tender costs. BDO was appointed as the
external auditor in 1994. It is BDO’s policy to rotate audit
engagement partners on listed companies at least every
five years, and in accordance with that policy a new audit
engagement partner was introduced from the year ended 30
June 2014.
An analysis of fees paid to the external auditors, including a
break-down of fees for non-audit services, is provided in the
Directors’ report and in a note to the financial statements.
It is the policy of the external auditors to provide an annual
declaration of their independence to the Board.
The external auditor will attend the annual general meeting
and be available to answer written shareholder questions
submitted no later than five business days before the AGM,
about the conduct of the audit and the preparation and
content of the audit report.
Principle 5 and 6: Make timely
and balanced disclosures and
respect the rights of shareholders
Continuous Disclosure and Shareholder
Communication
The Company has written policies and procedures on
information disclosure that focus on continuous disclosure
of any information concerning the Group that a reasonable
person would expect to have a material effect on the price
of the Company’s securities.
The Company Secretary has been nominated as the
person responsible for communications with the Australian
Stock Exchange (ASX) in collaboration with the CEO.
This role includes responsibility for ensuring compliance
with the continuous disclosure requirements in the ASX
Listing Rules and overseeing and co-ordinating information
disclosure to the ASX, analysts, brokers, shareholders, the
media and the public.
All information disclosed to the ASX is posted on the
Company’s website as soon as it is disclosed to the
ASX. When analysts are briefed on aspects of the
Group’s operations, the material used in the presentation
is released to the ASX and posted on the Company’s
website. Procedures have also been established for
reviewing whether any price sensitive information has been
inadvertently disclosed and, if so, this information is also
immediately released to the market.
All shareholders can receive a copy of the Company’s
annual and half-yearly reports. In addition, the Company
seeks to provide opportunities for shareholders to
participate through electronic means. Initiatives to facilitate
this include making all Company announcements for the
last four years and financial reports for the last three years
available in “News and Reports”. This section also includes
media and Broker’s reports.
The website also enables users to provide feedback and has
an option for shareholders to register their email addresses
for direct email updates under “contact us”, together with
useful links to other related websites.
STATEMENT OF CORPORATE GOVERNANCE PRACTICES
36  SUN RESOURCES ANNUAL REPORT 2014