The duties of the Audit Committee
Each year, the Audit Committee adopts a fiscal cycle for its working duties and areas for which the Audit Committee is responsible. In 2016, the fiscal cycle and the Audit Committee’s work plan were reviewed due to new regulations, making another review unnecessary in 2017. The Audit Committee is responsible for and monitors according to an adopted schedule, among other things, accounting and reporting, audit, internal control, corporate governance, risk management, purchases of non-audit-related services, tax payment, the parent company’s guarantee and equity commitments, IT security, sustainability, insurance, disputes and strategic accounting issues as well as compliance with rules and regulations and certain policy documents adopted by Ratos’s Board. Furthermore, the Audit Committee oversees Ratos’s externally operated whistleblowing system. Since 2016, the Audit Committee has also modified its work to more closely follow Ratos’s interim reporting and restructured its work on valuation issues and impairment testing, which resulted in a plan with five regular meetings every year and a stipulation that the auditor will participate in all Committee meetings. Specific issues addressed in 2017 included valuation and impairment issues, follow-up of bank terms, commitments concerning capital contributions and disputes. The CEO and senior executives normally participate in the meetings of the Committee as rapporteur.
The main duties of the Audit Committee are as follow:
- monitor the financial reporting and submit recommendations and proposals to secure the accuracy of the reports
- with regard to the financial reporting, monitor the efficiency of the company’s internal control, internal audit and risk management
- consider valuation issues and assessments in closing accounts
- keep itself informed about the audit of the annual accounts and consolidated financial statements and the Supervisory Board of Public Accountants’ quality control as well as review the audit process
- review and monitor the auditor’s impartiality and independence and thereby give particular attention as to whether the auditor provides the company with other services than audit services
- issue guidelines for services other than audits that are provided by the auditor and, when applicable, approve such services in accordance with such guidelines
- assist with preparation of a proposal for a general meeting resolution on election of auditors as well as decision relating to fees to auditors
- ensure that the Group’s six-month report is reviewed by the Group’s auditor
- discuss and prepare Board decisions regarding risk, sustainability and internal control
The Audit Committee provides continuous oral reports to the Board and submits proposals on issues that require a Board decision. Minutes are made available to all members of the Board. The Chairman of the Committee maintains regular contact with the company’s auditor.