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BLUE LABEL INTEGRATED ANNUAL REPORT 2015
The Audit, Risk and Compliance Committee (ARCC)
is pleased to present its report for the financial year
ended 31 May 2015.
The Committee is an independent statutory
committee appointed by the shareholders of the
Company. In addition to its statutory duties the
Board has delegated further duties to the
Committee. This report covers both these sets
of duties and responsibilities.
MANDATE AND TERMS OF
REFERENCE
The Committee has adopted comprehensive and
formal terms of reference which have been
approved by the Board and which are reviewed
on an annual basis. The responsibilities of the
ARCC include:
•
•
examining and reviewing the Group’s financial
statements and reporting of interim and
final results;
•
•
reviewing and considering, for recommendation
to the Board, the consolidated budget for the
ensuing financial year;
•
•
overseeing integrated reporting;
•
•
overseeing the Internal Risk and Compliance
Committee function;
•
•
monitoring the risk management framework and
assess the risks impacting the Group’s ability to
achieve its strategic objectives;
•
•
reviewing and satisfying itself of the expertise,
resources and experience of the Blue Label
finance function;
•
•
overseeing the internal audit function and
internal financial control process;
•
•
recommending the appointment of the external
auditor and overseeing the external audit process
including their audit fee, independence, nature
and extent of any non-audit services; and
•
•
monitoring compliance activities.
MEMBERSHIP AND MEETINGS HELD
In accordance with the requirements of the
Companies Act, No 71 of 2008 (the Act) Messrs
JS Mthimunye, GD Harlow and SJ Vilakazi were
appointed to the Committee by shareholders
at the Annual General Meeting held on
28 November 2014.
Membership of the Committee remained
unchanged during the year under review:
•
•
JS Mthimunye (Independent Non-Executive
Chairman)
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•
GD Harlow (Independent Non-Executive Director)
•
•
SJ Vilakazi (Independent Non-Executive Director)
The members of the Committee collectively have
experience in audit, accounting, commerce,
economics, law, corporate governance and general
industry. All of the members of the ARCC are
independent non-executive directors.
The Committee meets quarterly and the quorum for
each meeting is three members present throughout
the meeting. Mandatory attendees at the meetings
are the Joint Chief Executive Officers and the
Financial Director of Blue Label. The external audit
partner from PricewaterhouseCoopers Inc. (PwC)
and a director from KPMG Services Proprietary
Limited (KPMG), to whom Blue Label outsources
its internal audit function, are also attendees.
Both internal and external auditors are afforded
the opportunity to address the meeting and
have unlimited access to the Committee. During
the year, the Committee met with the external
and internal auditors respectively without the
presence of management. The internal audit
function reports directly to the ARCC and is also
responsible to the Financial Director on day-to-day
administrative matters.
AUDIT, RISK AND COMPLIANCE COMMITTEE REPORT