Audit Committee Report continued 2. Composition of the Audit Committee The members of the audit committee are all independent non-executive directors of the Group and include: Name Qualification Ms. HH Hickey CA(SA) Ms. V Lessing Mr. SM Roper CA(SA) (appointed on 22 April 2014) The Committee meetings were attended by invitees throughout the period. All the directors were invited to attend the meetings. The Financial Director was required to attend. The committee is satisfied that the members thereof have the required knowledge and experience as set out in Section 94(5) of the Companies Act of 2008 and Regulation 42 of the Companies Regulation, 2011. 3. Meetings held by the Audit Committee The audit committee performs the duties laid upon it by Section 94(7) of the Companies Act of 2008 by holding meetings with the key role players on a regular basis and by the unrestricted access granted to the external auditors. Afdawn held four Audit Committee meetings during the period. The attendance of the meetings is set out below: Member / Invitee 2014/04/07 2014/05/25 2014/08/05 2014/11/17 2015/03/06 2015/08/26 2015/10/12 HH Hickey (Chairman) Yes Yes Yes Yes Yes Yes Yes V Lessing Yes Yes Yes Yes Yes Yes Yes SM Roper N/a** Yes Yes Yes Yes Yes Yes JK van Zyl Yes Yes N/a*** N/a*** N/a*** N/a*** N/a*** WJ Groenewald # Yes Yes Yes Yes Yes Yes Yes EA van Heerden # Yes Yes Yes Yes Yes Yes Yes # invitee ** appointed subsequent to meeting on that date *** No longer a committee member. AFRICAN DAWN 25 ANNUAL REPORT 2015 4. External auditor The Committee nominated Grant Thornton Cape Inc. (“Grant Thornton”) for reappointment as external auditors of Afdawn. The Committee satisfied itself through enquiry that the external auditors, Grant Thornton and Mr. Imtiaaz Hashim, the designated auditor, are independent as defined by the Companies Act and as per the standards stipulated by the auditing profession. The Audit Committee in consultation with executive management, agreed to the terms of the engagement. The audit fee for the external audit has been considered and approved for the 2015 financial year end, taking into consideration such factors as the timing of the audit, the extent of the work required and the scope. The Committee approved a non-audit services policy which determines the nature and extent of any non-audit services which Grant Thornton may provide to the Company. The policy allows for limited tax and corporate governance advice. 5. Financial statements The committee has evaluated the Group financial statements for the year ended 28 February 2015 and, based on the information provided to the committee considers that the Group complies in all material respects, with the requirements of the Companies Act, International Financial Reporting Standards (IFRS) and the Listing Requirements of the JSE. The requirements of King III are continuously being assessed and improved on with significant issues resolved. The Group substantially complies with the requirements of King lll except in respect of those principals highlighted in the corporate governance report.
AFRICAN DAWN 2015 Annual Report
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