Qantas 2009 Annual Report Download - page 57

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55 Qantas Annual Report 2009
Corporate Governance Statement continued
“The Directors are satisfied that:
a. the non-audit services provided during the 2008/09 financial year by
KPMG as the external auditor were compatible with the general
standard of independence for auditors imposed by the Corporations Act
2001;and
b. any non-audit services provided during the 2008/09 financial
year by KPMG as the external auditor did not compromise the auditor
independence requirements of the Corporations Act 2001 for the
following reasons:
− KPMG services have not involved partners or staff acting in a
managerial or decision making capacity within the Qantas Group or
beinginvolvedintheprocessingororiginatingoftransactions;
− KPMG non-audit services have only been provided where Qantas is
satisfied that the related function or process will not have a material
bearingontheauditprocedures;
− KPMG partners and staff involved in the provision of
non-audit services have not participated in associated approval or
authorisationprocesses;
− a description of all non-audit services undertaken by KPMG and the
related fees have been reported to the Board to ensure complete
transparencyinrelationtotheservicesprovided;and
− the declaration required by section 307C of the Corporations Act 2001
conrmingindependencehasbeenreceivedfromKPMG.”
Qantas rotates the lead audit partner every five years and imposes
restrictions on the employment of ex-employees of the external auditor.
Policies are in place to restrict the type of non-audit services which can be
provided by the external auditor and there is a detailed monthly review of
non-audit fees paid to the external auditor.
At each Meeting, the Audit Committee meets privately with Executive
Management without the external auditor and with the internal and
external auditors without Executive Management.
THE BOARD MAKES TIMELY AND BAL ANCED DISCLOSURE
Qantas has an established process to ensure that it is in compliance with its
ASX Listing Rule disclosure requirements. This includes a quarterly
confirmation by all Executive Management that their areas have complied
with the Continuous Disclosure Policy, together with an ongoing
obligation to advise the Company Secretary of any material non-public
information arising in between confirmations.
The Continuous Disclosure Policy is available on the Corporate Governance
section of the Qantas website. Qantas includes commentary on its financial
results in its Annual Report.
THE BOARD RESPEC TS THE RIGHTS OF SHAREHOLDERS
Qantas has a Shareholder Communications Policy which promotes
effective communication with shareholders and encourages participation
at general meetings. The Qantas Shareholder Communications Policy is
available on the Corporate Governance section of the Qantas website.
Qantas makes all ASX announcements available via its website.
In addition, shareholders who are registered receive email notification
of announcements.
The 2009 Notice of Annual General Meeting (AGM) will be provided to all
shareholders and posted on the Qantas website, and the 2009 AGM will
be available for viewing by live and archived webcast. For shareholders
unable to attend, an AGM Question Form will accompany the Notice of
Meeting, giving shareholders the opportunity to forward questions and
comments to Qantas or the external auditor prior to the AGM.
Auditor at AGM
The external auditor attends the AGM and is available to answer
shareholder questions on:
•theconductoftheaudit;
•thepreparationandcontentoftheauditor’sreport;
•theaccountingpoliciesadoptedbyQantasinrelationtothepreparation
oftheFinancialReport;and
•theindependenceoftheauditorinrelationtotheconductoftheaudit.
THE BOARD RECOGNISES AND MANAGES RISK
Qantas is committed to embedding risk management practices to support
the achievement of business objectives and fulfil corporate governance
obligations. The Board is responsible for reviewing and approving the risk
management strategy for the Group. Management has designed and
implemented a risk management and internal control system to identify,
assess, manage and monitor the material business risks facing Qantas.
Qantas is a complex business and faces a range of strategic, financial and
operational risks. All business areas within Qantas have established an
ongoing process to identify, assess and monitor the material risks to
achieving business objectives. Risks are assessed and escalated
to Executive Management, relevant Board Committees and/or the Board
as appropriate.
Qantas aligns its system of risk management and internal control to the
principles included in the Australian/New Zealand Standard on Risk
Management(AS/NZS4360:2004)andtheCOSO(Committeeof
SponsoringOrganizationsoftheTreadwayCommission)frameworkfor
evaluating internal controls.
The Audit Committee has oversight over the Risk Management Statement
which outlines the risk management framework adopted by Qantas. The
Qantas Risk Management Policy sets out the minimum requirements and
roles and responsibilities for managing risk across Qantas. All employees
have a responsibility to identify, report and/or manage risk as it arises
within the work environment. The Qantas Risk Management Policy and
other significant risk policy statements are available on the Corporate
Governance section of the Qantas website.
Management self assessments, audits and risk management reviews
are undertaken to confirm that risks are being mitigated where possible.
The Qantas Management System (QMS) provides a standard for managing
risks and simplifies the process for implementing a consistent risk and
control framework. QMS elements include clear objective setting, policies
and procedures, accountabilities, risk management, documentation
management, change management, skills and competence, training,
monitoring, and analysis and reporting.
Material business risks and the effectiveness of risk management
plans are reported on a quarterly basis to the Board and Executive
Management. Executive Management are required to certify that there
is an effective risk management process in place within their area of
responsibility each quarter.
Internal Audit and Executive Management report to the Board and
relevant Board Committees that there is an effective risk management
process in place for the financial period and up to the date of signing
the Financial Report.