44
JOHN DANIEL HOLDINGS LIMITED AND ITS SUBSIDIARIES
INTEGRATED ANNUAL REPORT 2011
Audit Committee
The report of the audit committee is presented.
Functions and responsibilities of the
Audit Committee
The role of the audit committee is to assist the board by
performing an objective and independent review of the
functioning of the organisation’s finance and accounting
control mechanisms. It exercises its functions through
close liaison and communication with corporate man-
agement and external auditors.
The committee is guided by its terms of reference, deal-
ing with membership, structure and levels of authority
and has the following responsibilities:
•
ensuring compliance with applicable legislation and
the requirements of regulatory authorities;
•
nominating for appointment a registered external
auditor and the assessment of its independence of
the company;
•
matters relating to financial accounting, accounting
policies, reporting and disclosure;
•
external audit policy including determination of
fees and terms of engagement;
•
review/approval of external audit plans, findings,
problems, reports, fees and determination and ap-
proval of any non-audit services that the external
auditor may provide to the company;
•
consulting with the external auditors alone to
discuss any concerns they may have regarding their
findings during the audit;
•
compliance with the company’s code of ethics.
The audit committee adopted the principles of the new
companies act as well as King III and addressed its re-
sponsibility properly in terms of the charter during the
2011 financial year. There is one deviation from the King
III code which requires disclosure. The board as consti-
tuted currently consists of three independent non-exec-
utive directors including the chairman of the board. The
chairman has therefore sat as an interim audit commit-
tee member until an additional independent non-execu-
tive director can be appointed to the board.
Members of the audit committee
The audit committee consisted of;
B Topham – independent non-executive director and
committee chairman
KA Rayner - independent non-executive director
RJ Connellan - independent non-executive director
The company is in the process of appointing an addi-
tional non-executive and independent director in com-
pliance with King III and the Corporate Amendments Act.
The remaining directors are all invited to attend the au-
dit committee meetings.
Frequency of meetings
The committee met four times during the 2011 financial
year.
Expertise and experience of the financial
director
As required by the JSE Limited’s listing requirements,
the audit committee has satisfied itself that the financial
director has appropriate expertise and experience.
Independence of external audit
One of the responsibilities of the audit committee was
the assessment of the independence of the external au-
ditor. The committee is satisfied that the external auditor
is independent of the company and the group. The ex-
ternal auditor has also confirmed that its personnel are
independent of the company.