HC-3.2.1

The board must establish an audit committee of at least three directors, of which the majority must be independent including the Chairman. The committee must:

(a) Review the company's accounting and financial practices;
(b) Review the integrity of the company's financial and internal controls and financial statements;
(c) Review the company's compliance with legal requirements;
(d) Recommend the appointment, compensation and oversight of the company's external auditor;
(e) Recommend the appointment of the internal auditor;
(f) Approve the internal audit policies and any reports and plans made in terms of such policies;
(g) [This Subparagraph was deleted in January 2012];
(h) Unless otherwise designated to another committee, review the risk management policies and procedures as well as any reports and plans issued in terms of such policies;
(i) Unless otherwise designated to another committee, review the key persons dealing and market abuse policies and procedures as well as any reports and plans issued in terms of such policies;
(j) Review and approve the interim financial statements where the board is unable to hold a meeting for this purpose;
(k) Recommend any additional or specific audit required in respect of the financial statements and other specific part of the business; and
(l) Recommend and table for discussion a management letter to be provided to the external auditor.
Amended: January 2012
July 2011