Lenovo 2010 Annual Report Download - page 45

2009/10 Annual Report Lenovo Group Limited
43
Internal Audit are responsible for investigating any allegations of potential violations of Lenovo’s business
conduct guidelines or the anti-bribery and anti-corruption policies. Internal Audit partners with Legal, Human
Resources, and subject matter experts where necessary to ensure the appropriate expertise when performing
these investigations. The management of the business units, the process owners and the Audit Committee are
informed of any required actions resulting from these reviews, and Internal Audit monitors the corrective actions to
completion.
To enable it to fulfill its mission, Internal Audit has unrestricted access to all corporate operations, records, data
files, computer programs, property, and personnel. To preserve the independence of the internal audit function, the
Head of Internal Audit reports directly to the Audit Committee on all audit matters and to the Chief Financial Officer
on administrative matters. The Head of Internal Audit is authorized to communicate directly with the Chairman of
the Board and other Board members.
To help ensure the quality of the Internal Audit function and provide assurance that the Internal Audit function is in
conformity with the standards of the Institute of Internal Auditors, the Audit Committee periodically commissions
an independent external quality assurance review of the Internal Audit function. In addition, Internal Audit has
implemented a comprehensive and continuous quality assurance program covering all Internal Audit activities.
Regarding procedures and internal controls for the handling and dissemination of price-sensitive information, the
Company is aware of its obligations under the Listing Rules and the overriding principle that information which
is expected to be price-sensitive should be announced immediately it is the subject of a decision. The Company
conducts its affairs with close regard to the applicable laws and regulations prevailing in Hong Kong and has
implemented policies and procedures which strictly prohibit unauthorized use of confidential and sensitive
information, and has communicated to all relevant staff regarding this matter.
The Board, through the Audit Committee of the Company, conducts a continuous review of the effectiveness of
the internal control system operating in the Company and considers it is adequate and effective. The review covers
all material controls, including financial, operational and compliance controls, and risk management functions. The
Board is not aware of any significant areas of concern which may affect the shareholders. The Board is satisfied
that the Company has fully complied with the code provisions on internal controls as set forth in the CG Code.
COMMUNICATION WITH SHAREHOLDERS
The Company is committed to safeguard shareholders’ interests and encourage shareholders to attend the
annual general meetings for which sufficient notices will be given. Shareholders are therefore encouraged to
actively participate at such meetings. The 2009 Annual General Meeting of the Company held on July 29, 2009
was attended by, among others, Chairman of the Board, CEO, Chief Financial Officer, Chairman of the Audit
Committee, Chairman of the Compensation Committee and representatives of external auditor PwC to answer
questions raised by shareholders at the meeting. Resolutions passed at the 2009 Annual General Meeting
included: adoption of the Group’s audited accounts for the year ended March 31, 2009 together with the directors’
report and independent auditor’s report, re-election of retiring directors and authorization to fix directors’ fees for
the year ended March 31, 2010, re-appointment of external auditor and authorization to fix auditor’s fee and grant
of general mandates to the Board to issue and repurchase shares of the Company. All the resolutions proposed at
the 2009 Annual General Meeting were decided by way of poll voting. The poll was conducted by Tricor Abacus
Limited, the Company’s share register, as scrutineer and the results of the poll were published on the Company’s
website (www.lenovo.com/hk/publication) and the Exchange’s website (www.hkex.com.hk).