Vodafone 2007 Annual Report Download - page 76

Report from the Audit Committee
The composition of the Audit Committee is shown in the table on page 69
and its terms of reference are discussed under “Board Committees – Audit
Committee”.
During the year ended 31 March 2007, the principal activities of the
Committee were as follows:
Financial statements
The Committee considered reports from the Chief Financial Officer and
the Director of Financial Reporting on the half-year and annual financial
statements. It also considered reports from the external auditors, Deloitte
& Touche LLP, on the scope and outcome of the interim review and
annual audit.
The financial statements were reviewed in the light of these reports and
the results of that review reported to the Board.
Risk management and internal control
The Committee reviewed the process by which the Group evaluated its
control environment, its risk assessment process and the way in which
significant business risks were managed. It also considered the Group
Audit department’s reports on the effectiveness of internal controls,
significant frauds and any fraud that involved management or employees
with a significant role in internal controls. The Committee was also
responsible for oversight of the Group’s compliance activities in relation to
section 404 of the Sarbanes-Oxley Act.
The Committee also reviewed and approved arrangements by which staff
could, in confidence, raise concerns about possible improprieties in
matters of financial reporting or other matters. This was achieved through
using existing reporting procedures and a website with a dedicated
anonymous email feature.
External auditors
The Committee reviewed the letter from Deloitte & Touche LLP confirming
their independence and objectivity. It also reviewed and approved the
scope of non-audit services provided by Deloitte & Touche LLP to ensure
that there was no impairment of independence.
The Committee approved the scope and fees for audit services provided by
Deloitte & Touche LLP and confirmed the wording of the
recommendations put by the Board to the shareholders on the
appointment and retention of the external auditors.
Private meetings were held with Deloitte & Touche LLP to ensure that
there were no restrictions on the scope of their audit and to discuss any
items the auditors did not wish to raise with management present.
Internal audit
The Committee engaged in discussion and review of the Group Audit
Department’s audit plan for the year, together with its resource
requirements. Private meetings were held with the Group Audit Director.
Audit Committee effectiveness
The Audit Committee conducts a formal review of its effectiveness
annually and concluded this year that it was effective and able to fulfil its
terms of reference.
Dr Michael Boskin
On behalf of the Audit Committee
Corporate Governance
continued
74 Vodafone Group Plc Annual Report 2007