Page 50 - SAR141018_Forterra AR 2013

FORTERRA
ANNUAL REPORT 2013
CORPORATE GOVERNANCE
REPORT
48
The principal role of the Audit Committee is to monitor and evaluate the effectiveness of the
Trustee-Manager’s internal controls. The Audit Committee also reviews the quality and reliability
of information prepared for inclusion in the financial reports, and is responsible for the nomination
of external auditors and reviewing the adequacy of external audits in respect of cost, scope and
performance. The Audit Committee’s responsibilities are set out in the terms of reference and include,
but are not limited to, the following:
(i) monitoring the procedures established to regulate interested person transactions, including
ensuring compliance with the provisions of the Listing Manual relating to interested person
transactions;
(ii) reviewing external audit reports to ensure that where deficiencies in internal controls have been
identified, appropriate and prompt remedial action is taken by Management;
(iii) reviewing the financial statements to ascertain that the guidelines and procedures established
to monitor interested person transactions and conflicts of interest have been complied with;
(iv) resolving any conflicts of interest which may arise;
(v) ensuring that the internal audit function is adequately resourced and has appropriate standing
within Forterra;
(vi) monitoring the procedures in place to ensure compliance with applicable legislation, the Listing
Manual and the BTA;
(vii) nominating external auditors;
(viii) reviewing the nature and extent of non-audit services performed by external auditors;
(ix) examining with Management the effectiveness of financial, operating and compliance controls;
(x) reviewing, on an annual basis, the independence and objectivity of the external and internal
auditors;
(xi) meeting with external and internal auditors, without the presence of Management, at least on an
annual basis;
(xii) commissioning an annual internal controls audit, to be discontinued only after the Audit
Committee is satisfied with the Forterra’s internal controls being robust and effective enough to
mitigate any internal control weaknesses, and thereafter to carry out such internal controls audit
as and when the Audit Committee deems fit in order to satisfy itself that the Forterra internal
controls remain robust and effective;
(xiii) investigating any matters within the Audit Committee’s terms of reference, whenever it deems
necessary; and
(xiv) reporting to the Board on material matters, findings and recommendations.
The Audit Committee met with the external auditors separately without the presence of Management
during the year. The Audit Committee has also reviewed, and is satisfied that the non-audit services
provided to Forterra by the external auditors for the year ended 31 December 2013, does not affect
the independence and objectivity of the external auditors. Hence, the Audit Committee recommended
that KPMG LLP be nominated for re-appointment as auditors at the next annual general meeting of the
Unitholders. KPMG LLP has indicated their willingness to accept re-appointment.