Corporate Governance Report FORWARD TOGETHER 78 Pursuant to rule 3.29 of the Listing Rules, Mr Lee undertook no less than 15 hours of relevant professional training in 2022. FINANCIAL REPORTING AND INTERNAL CONTROL Financial reporting The Directors acknowledged their responsibility for the preparation of the consolidated financial statements of the Group for the year ended 31 December 2022. The statement by the auditors about their reporting responsibilities for the auditors’ report on the financial statements is set out in the Independent Auditor’s Report on pages 115 to 120 of this annual report. The Directors were not aware of any material uncertainties relating to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. External Auditor’s Remuneration The Group’s external auditor is Ernst & Young. The Audit Committee is mandated to ensure continuing auditors’ objectivity and safeguarding independence of the auditor. The Group evaluates the performance and independence of the external auditor on an annual basis before recommending their appointment or re-appointment in the AGM. Any decision to rotate auditors, considering factors such as expertise, quality of audit, and independence is made in consultation with the Audit Committee. Up to the date of this report, the Audit Committee has considered and approved the engagement of Ernst & Young as auditor of the Group for the reporting year and the corresponding audit fee estimation. The remuneration paid or payable by the Group to Ernst & Young in respect of their audit and non-audit services relating to tax and transaction services; for the year ended 31 December 2022 amounted to approximately US$2,594,000 and US$762,000, respectively. Internal controls and risk management The Board is responsible for evaluating and determining the nature and extent of the risks the Company is willing to take in achieving its strategies objectives and ensuring that the Company establishes and maintains appropriate and effective risk management and internal control systems on an ongoing basis. This includes ensuring the adequacy of resources, staff qualifications and experience, training programmes and budget of the Company’s accounting and financial reporting function, as well as those relating to the Company’s ESG performance and reporting. Recognising and managing risks in a timely and effective manner is essential to the Company’s business and protecting its stakeholders’ interests and value. While acknowledging responsibility for the systems and reviewing their effectiveness, the Board recognises that the systems are designed to assist the Company in managing, rather than eliminating the risk of failure to achieve business objectives, and can only provide reasonable and not absolute assurance against material misstatement or loss. Reporting to the Board, the Audit Committee is delegated with the authority and responsibility for ongoing monitoring and evaluation of the effectiveness of the relevant systems. The Audit Committee ensures that a robust risk management framework and sound system of internal controls is maintained by management. Under its terms of reference, the Audit Committee’s scope of duties and responsibilities is as follows: a) reviewing the risk management framework, including the processes and resources to identify, assess, monitor and report key risks; b) overseeing the design, implementation and monitoring of the risk management and internal control system; c) reviewing the adequacy of risk management practices for key risks, such as strategic, financial, compliance, operational and technology risks, on a regular basis, including reviewing the governance and process for effective risk management; d) overseeing the matters in the Corporate Governance Code; and e) considering and advising on risk matters referred to it by the Board or management.
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