ICI » Topics » Audit and internal control

This excerpt taken from the ICI 6-K filed Mar 21, 2007.
Audit and internal control
In accordance with the Turnbull Guidance for directors on internal control (the Turnbull Guidance in the Combined Code), the Board confirms that there is a process for identifying, evaluating and managing the significant risks to the achievement of the Group’s strategic objectives. The process has been in place throughout 2006 and up to the date of approval of the Annual Report and Accounts, and accords with the Turnbull Guidance. This process is regularly reviewed either directly by the Board or by the Audit Committee, which reports its findings for the consideration of the Board.

The Board also confirms that it is responsible for maintaining the Group’s system of internal controls and for reviewing its effectiveness. No significant shortcomings in internal control have been identified from the annual assessment.

These excerpts taken from the ICI 6-K filed Mar 14, 2006.
Audit and internal control
In accordance with the Turnbull Guidance for Directors on internal control (the Turnbull Guidance in the Combined Code), the Board confirms that there is a process for identifying, evaluating and managing the significant risks to the achievement of the Group’s strategic objectives. The process has been in place throughout 2005 and up to the date of approval of the Annual Report and Accounts, and accords with the Turnbull Guidance. The effectiveness of this process has been reviewed by the Audit Committee which reports its findings for consideration by the Board.

Audit and internal control
In accordance with the Turnbull Guidance on internal control, the Board confirms that there is a process for identifying, evaluating and managing the significant risks to the achievement of the Group’s strategic objectives. The process has been in place throughout 2005 and up to the date of approval of the Annual Report and Accounts, and accords with the Turnbull Guidance. The effectiveness of this process has been reviewed by the Audit Committee, which reports its findings for consideration by the Board.

The processes used by the Audit Committee to review the effectiveness of the system of internal control include:

discussions with management on risk areas identified by management and/or the audit process;
   
the review of internal and external audit plans;
   
the review of significant issues arising from internal and external audits;
   
the review of management processes for significant Group risks defined by the full Board on the basis of proposals from the Group Risk Committee (GRC); and
   
annual compliance statements from each business and major function.

Normally, the Audit Committee reports to the Board the results of its review of the risk management process for the full Group risk register. The full Board then reviews the Group risk register and draws its collective conclusions as to the effectiveness of the system of internal control. However, in 2005 the risk management process and performance was reviewed by the full Board, allowing Directors the opportunity to review the appropriateness of the Group’s approach to risk.

The GRC consolidates, reviews and prioritises input from the businesses and management and reports its conclusions to the Audit Committee and the Board. The GRC comprises the heads of major corporate functions, the Chief Internal Auditor and the Deputy General Counsel.

The Internal Audit function reviews internal controls in all key financial activities of the Group, typically over a three-year cycle. It acts as a service to the businesses by assisting with the continuous improvement of controls and procedures. Actions are agreed in response to its recommendations and these are followed up to ensure that satisfactory control is maintained. Quarterly reviews are also conducted between internal audit management and the senior management of the businesses to assess their current control status and to identify and address any areas of concern.

During 2005, as part of the Group’s programme to meet the requirements of Section 404 of the US Sarbanes-Oxley Act 2002, the Internal Audit function has focused principally on developing and implementing the plan to identify, document and test key controls over financial reporting.


   

Corporate governance
ICI Annual Report and Accounts 2005 37

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The Board is responsible for maintaining and reviewing the effectiveness of the Group’s system of internal controls. The internal control systems are designed to meet the Group’s particular needs and the risks to which it is exposed. They are designed to manage, rather than eliminate, the risks to the achievement of business objectives, and can only provide reasonable and not absolute assurance against misstatement or loss.

The Group’s strategic direction is regularly reviewed by the Board. Annual plans and performance targets for each business are set by the Chief Executive and are reviewed in total by the Board in the light of the Group’s overall objectives.

The processes to identify and manage the key risks to the success of the Group are an integral part of the internal control environment. Such processes include strategic planning, the appointment of senior managers, the regular monitoring of performance, control over capital expenditure and investments and the setting of high standards and targets for safety, health and environmental performance. Businesses are responsible for meeting the defined reporting timetables and compliance with Group accounting manuals, which set out accounting policies, controls and definitions.

The Chief Executive receives a monthly summary of financial results from each business, and the Group’s published quarterly financial information is based on a standardised and timely reporting process.

Responsibility for monitoring compliance with Group policies and guidelines rests with the chief executive officers of the businesses and with senior managers at the Corporate Centre. Annual statements of compliance are provided to the Board, and these statements are reviewed by the relevant functional leader for each policy area. In turn, there is an annual report to the Audit Committee, on behalf of the Board, on the degree of compliance with Group policies and guidelines. Corrections to any weaknesses found are monitored and controls are developed to match changing circumstances.

This excerpt taken from the ICI 20-F filed Apr 1, 2005.
Audit and internal control
In accordance with the Turnbull Guidance on internal control, the Board confirms that there is a process for identifying, evaluating and managing the significant risks to the achievement of the Groups strategic objectives. The process has been in place throughout 2004 and up to the date of approval of the Annual Report and Accounts, and accords with the Turnbull Guidance. The effectiveness of this process has been reviewed regularly by the Audit Committee which reports its findings for consideration by the Board.

The processes used by the Audit Committee to review the effectiveness of the system of internal control include:

Discussions with management on risk areas identified by management and/or the audit process;
   
The review of internal and external audit plans;
   
The review of significant issues arising from internal and external audits;
   
The review of management processes for significant Group risks defined by the full Board on the basis of proposals from the Group Risk Committee (GRC);
   
Annual compliance statements from each business and major function.

The Audit Committee reports to the Board the results of its review of the risk management process for the full Group risk register. The full Board reviews the Group risk register. The Board then draws its collective conclusions as to the effectiveness of the system of internal control.

The GRC consolidates and prioritises for the Board the inputs received from management of the businesses and corporate functions. The GRC comprises the heads of major corporate functions, the Chief Internal Auditor and the Deputy General Counsel.

The GRC reviews input from the businesses and corporate management and reports its conclusions to the Audit Committee.

The internal audit function reviews internal controls in all key activities of the Group, typically over a three year cycle. It acts as a service to the businesses by assisting with the continuous improvement of controls and procedures. Actions are agreed in response to its recommendations and these are followed up to ensure that satisfactory control is maintained. Quarterly reviews are also conducted between internal audit management and the senior management of the businesses to assess their current control status and to identify and address any areas of concern.

The Board is responsible for maintaining and reviewing the effectiveness of the Groups system of internal controls. The internal control systems are designed to meet the Groups particular needs and the risks to which it is exposed. They are designed to manage rather than eliminate the risk to the achievement of business objectives, and can only provide reasonable and not absolute assurance against misstatement or loss.

The Groups strategic direction is regularly reviewed by the Board.


 
ICI ANNUAL REPORT AND ACCOUNTS 2004

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    CORPORATE GOVERNANCE   39
         

Annual plans and performance targets for each business are set by the Chief Executive and are reviewed in total by the Board in the light of the Groups overall objectives.

The processes to identify and manage the key risks to the success of the Group are an integral part of the internal control environment. Such processes include strategic planning, the appointment of senior managers, the regular monitoring of performance, control over capital expenditure and investments and the setting of high standards and targets for safety, health and environmental performance. Businesses are responsible for meeting the defined reporting timetables and compliance with Group accounting manuals which set out accounting policies, controls and definitions.

The Chief Executive receives a monthly summary of financial results from each business, and the Groups published quarterly financial information is based on a standardised and timely reporting process.

Responsibility for monitoring compliance with Group policies and guidelines rests with the chief executive officers of the businesses and with senior managers at the Corporate Centre. Annual statements of compliance are provided to the Board, and these statements are reviewed by the relevant functional leader for each policy area. In turn, there is an annual report to the Audit Committee, on behalf of the Board, on the degree of compliance with Group policies and guidelines. Corrections to any weaknesses found are monitored and controls are developed to match changing circumstances.

 

 


 
ICI ANNUAL REPORT AND ACCOUNTS 2004

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40
  CORPORATE GOVERNANCE  
       

 

This excerpt taken from the ICI 6-K filed Mar 16, 2005.
Audit and internal control
In accordance with the Turnbull Guidance on internal control, the Board confirms that there is a process for identifying, evaluating and managing the significant risks to the achievement of the Groups strategic objectives. The process has been in place throughout 2004 and up to the date of approval of the Annual Report and Accounts, and accords with the Turnbull Guidance. The effectiveness of this process has been reviewed regularly by the Audit Committee which reports its findings for consideration by the Board.

The processes used by the Audit Committee to review the effectiveness of the system of internal control include:

Discussions with management on risk areas identified by management and/or the audit process;
   
The review of internal and external audit plans;
   
The review of significant issues arising from internal and external audits;
   
The review of management processes for significant Group risks defined by the full Board on the basis of proposals from the Group Risk Committee (GRC);
   
Annual compliance statements from each business and major function.

The Audit Committee reports to the Board the results of its review of the risk management process for the full Group risk register. The full Board reviews the Group risk register. The Board then draws its collective conclusions as to the effectiveness of the system of internal control.

The GRC consolidates and prioritises for the Board the inputs received from management of the businesses and corporate functions. The GRC comprises the heads of major corporate functions, the Chief Internal Auditor and the Deputy General Counsel.

The GRC reviews input from the businesses and corporate management and reports its conclusions to the Audit Committee.

The internal audit function reviews internal controls in all key activities of the Group, typically over a three year cycle. It acts as a service to the businesses by assisting with the continuous improvement of controls and procedures. Actions are agreed in response to its recommendations and these are followed up to ensure that satisfactory control is maintained. Quarterly reviews are also conducted between internal audit management and the senior management of the businesses to assess their current control status and to identify and address any areas of concern.

The Board is responsible for maintaining and reviewing the effectiveness of the Groups system of internal controls. The internal control systems are designed to meet the Groups particular needs and the risks to which it is exposed. They are designed to manage rather than eliminate the risk to the achievement of business objectives, and can only provide reasonable and not absolute assurance against misstatement or loss.

The Groups strategic direction is regularly reviewed by the Board.


 
ICI ANNUAL REPORT AND ACCOUNTS 2004

Back to Contents

  CORPORATE GOVERNANCE   39
         

Annual plans and performance targets for each business are set by the Chief Executive and are reviewed in total by the Board in the light of the Groups overall objectives.

The processes to identify and manage the key risks to the success of the Group are an integral part of the internal control environment. Such processes include strategic planning, the appointment of senior managers, the regular monitoring of performance, control over capital expenditure and investments and the setting of high standards and targets for safety, health and environmental performance. Businesses are responsible for meeting the defined reporting timetables and compliance with Group accounting manuals which set out accounting policies, controls and definitions.

The Chief Executive receives a monthly summary of financial results from each business, and the Groups published quarterly financial information is based on a standardised and timely reporting process.

Responsibility for monitoring compliance with Group policies and guidelines rests with the chief executive officers of the businesses and with senior managers at the Corporate Centre. Annual statements of compliance are provided to the Board, and these statements are reviewed by the relevant functional leader for each policy area. In turn, there is an annual report to the Audit Committee, on behalf of the Board, on the degree of compliance with Group policies and guidelines. Corrections to any weaknesses found are monitored and controls are developed to match changing circumstances.

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