SB » Topics » Audit committee

These excerpts taken from the SB 6-K filed Jun 8, 2009.

Audit committee

The Company’s audit committee consists of Ole Wikborg, Basil Sakellis and Frank Sica as chairman. The Board has determined that Frank Sica qualifies as an audit committee “financial expert,” as such term is defined in Regulation S-K promulgated by the SEC. The audit committee is responsible for:

 

 

 

 

the appointment, compensation, retention and oversight of independent auditors and approving any non-audit services performed by such auditor;

4


 

 

 

 

assisting the Board in monitoring the integrity of the Company’s financial statements, the independent auditors’ qualifications and independence, the performance of the independent accountants and the Company’s internal audit function and the Company’s compliance with legal and regulatory requirements;

 

 

 

 

annually reviewing an independent auditors’ report describing the auditing firm’s internal quality-control procedures, any material issues raised by the most recent internal quality control review, or peer review, of the auditing firm;

 

 

 

 

discussing the annual audited financial and quarterly statements with management and the independent auditors;

 

 

 

 

discussing earnings press releases, as well as financial information and earnings guidance provided to analysts and rating agencies;

 

 

 

 

discussing policies with respect to risk assessment and risk management;

 

 

 

 

meeting separately, and periodically, with management, internal auditors and the independent auditor;

 

 

 

 

reviewing with the independent auditor any audit problems or difficulties and management’s responses;

 

 

 

 

setting clear hiring policies for employees or former employees of the independent auditors;

 

 

 

 

annually reviewing the adequacy of the audit committee’s written charter;

 

 

 

 

reporting regularly to the full Board; and

 

 

 

 

handling such other matters that are specifically delegated to the audit committee by the Board from time to time.

Audit committee

Our audit committee consists of Ole Wikborg, Basil Sakellis and Frank Sica as chairman. Our board of directors has determined that Frank Sica qualifies as an audit committee “financial expert,” as such term is defined in Regulation S-K promulgated by the SEC. The audit committee is responsible for:

 

 

 

 

the appointment, compensation, retention and oversight of independent auditors and approving any non-audit services performed by such auditor;

 

 

 

 

assisting the board in monitoring the integrity of our financial statements, the independent auditors’ qualifications and independence, the performance of the independent accountants and our internal audit function and our compliance with legal and regulatory requirements;

 

 

 

 

annually reviewing an independent auditors’ report describing the auditing firm’s internal quality-control procedures, any material issues raised by the most recent internal quality control review, or peer review, of the auditing firm;

 

 

 

 

discussing the annual audited financial and quarterly statements with management and the independent auditors;

 

 

 

 

discussing earnings press releases, as well as financial information and earnings guidance provided to analysts and rating agencies;

57


 

 

 

 

discussing policies with respect to risk assessment and risk management;

 

 

 

 

meeting separately, and periodically, with management, internal auditors and the independent auditor;

 

 

 

 

reviewing with the independent auditor any audit problems or difficulties and management’s responses;

 

 

 

 

setting clear hiring policies for employees or former employees of the independent auditors;

 

 

 

 

annually reviewing the adequacy of the audit committee’s written charter;

 

 

 

 

reporting regularly to the full board of directors; and

 

 

 

 

handling such other matters that are specifically delegated to the audit committee by the board of directors from time to time.

This excerpt taken from the SB 20-F filed May 19, 2009.

Audit committee

Our audit committee consists of Ole Wikborg, Basil Sakellis and Frank Sica as chairman. Our board of directors has determined that Frank Sica qualifies as an audit committee “financial expert,” as such term is defined in Regulation S-K promulgated by the SEC. The audit committee is responsible for:

 

 

 

 

the appointment, compensation, retention and oversight of independent auditors and approving any non-audit services performed by such auditor;

 

 

 

 

assisting the board in monitoring the integrity of our financial statements, the independent auditors’ qualifications and independence, the performance of the independent accountants and our internal audit function and our compliance with legal and regulatory requirements;

 

 

 

 

annually reviewing an independent auditors’ report describing the auditing firm’s internal quality-control procedures, any material issues raised by the most recent internal quality control review, or peer review, of the auditing firm;

 

 

 

 

discussing the annual audited financial and quarterly statements with management and the independent auditors;

 

 

 

 

discussing earnings press releases, as well as financial information and earnings guidance provided to analysts and rating agencies;

57


 

 

 

 

discussing policies with respect to risk assessment and risk management;

 

 

 

 

meeting separately, and periodically, with management, internal auditors and the independent auditor;

 

 

 

 

reviewing with the independent auditor any audit problems or difficulties and management’s responses;

 

 

 

 

setting clear hiring policies for employees or former employees of the independent auditors;

 

 

 

 

annually reviewing the adequacy of the audit committee’s written charter;

 

 

 

 

reporting regularly to the full board of directors; and

 

 

 

 

handling such other matters that are specifically delegated to the audit committee by the board of directors from time to time.

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