Audit and Risk Committee report
for the year ended 30 June 2016
This report is presented by the Audit and Risk Committee (herein referred to as “the Committee”) in terms of section 94(7) (f) of the Companies Act No 71 of 2008.
MEMBERSHIP
The Committee consists of three Independent Non-executive Directors and is now fully compliant with the legislative and governance requirements. This was confirmed at the last shareholders meeting held on 5 February 2016.
MEETINGS AND DUTIES
The Audit and Risk Committee held three meetings during the year under review. At these meetings, the Committee received and considered reports from external audit, internal audit, Group finance and the Group legal, governance, risk and compliance departments.
Apart from the statutory duties of the Audit and Risk Committee as set out in the Companies Act and the provisions of the JSE Limited Listings Requirements and King III principles, the Committee has performed its duties and responsibilities according to its charter/terms of reference.
INDEPENDENCE OF THE EXTERNAL AUDITORS
PricewaterhouseCoopers Inc. were appointed as external auditors of the Company and the Group. The Committee has satisfied itself that the external auditors are independent of the Group, as set out in the Companies Act, which includes a consideration of conflicts of interests as prescribed by the Public Audit Act no 25 of 2004 (“PAA”).
EFFECTIVENESS OF INTERNAL CONTROLS
After consideration of all of the findings reported by internal audit covering those areas included in their annual work plan, explanations given by management and discussions with the external auditor on the results of the audit, the Committee concluded that there had been no material breakdown in the Company’s overall controls system and the internal financial controls form a reasonable basis for the preparation of reliable Group Annual Financial Statements. The Committee is satisfied that the Group Annual Financial Statements are based on appropriate accounting policies, supported by reasonable and prudent judgement and estimates.
GROUP ANNUAL FINANCIAL STATEMENTS
The Committee is satisfied that the Group Annual Financial Statements are based on appropriate accounting policies supported by reasonable and prudent judgments and estimates. The Committee is of the view that, in all material respects, it complies with the relevant provisions of the Companies Act and IFRS and fairly presents the financial position and the results of its operations and cash flows for the year ended 30 June 2016. Having achieved its objective for the financial year, the Audit and Risk Committee recommended the audited Group Annual Financial Statements for the year ended 30 June 2016 for approval to the Board.
GOVERNANCE OF RISK
The Committee overseas the implementation of the policy and plan which ensures that risk is managed by means of risk management systems and processes. The Committee is satisfied that the appropriate and effective risk management are in place.
FINANCE DIRECTOR AND FINANCE FUNCTION
The Committee considered the appropriateness of the experience and expertise of the Group Financial Director and concluded that this was appropriate. The expertise, resources and experience of the Group finance function was considered and it was concluded that these were suitable.
RESPONSIBILITY STATEMENT
The Audit and Risk Committee acknowledges its responsibility on behalf of the Board of Directors to ensure the integrity of this Integrated Annual Report. The Committee has accordingly applied its mind to the report and believes that it appropriately and sufficiently addresses all material issues, and fairly presents the integrated performance of AfroCentric and its subsidiaries and associates for the year. The Audit and Risk Committee recommends this Integrated Annual Report to the Board of Directors for approval.
Y Masithela
Chairperson
Audit and Risk Committee
14 September 2016