Twenty-First Century Fox 2003 Annual Report Download - page 44

The News Corporation Limited42
Statement of Corporate Governance (continued)
FOR THE YEAR ENDED 30 JUNE, 2003
2. Review and discuss with the independent accountants any audit problems or difficulties encountered during the course of the
audit, and management’s response thereto, including those matters required to be discussed with the Audit Committee by the
independent accountants pursuant to the applicable Australian and US auditing standards:
•Any restrictions on the scope of the independent accountants’ activities or access to requested information;
•Any accounting adjustments that were noted or proposed by the auditors but were “passed” (as immaterial or otherwise);
•Any communications between the audit team and the audit firm’s national office regarding auditing or accounting issues
presented by the engagement;
•Any management or internal control letter issued, or proposed to be issued, by the auditors; and
•Any significant disagreements between the Group’s management and the independent accountants.
3. Recommend to the Board of Directors whether the Group’s consolidated financial statements be accepted for inclusion in the
Group’s annual reports filed with the ASX and in the Group’s Annual Report on Form 20-F filed with the SEC.
4. Review and discuss with management and the independent accountants the Group’s half-year financial statements and any
items required to be communicated to the Committee by the independent accountants in accordance with existing auditing
standards.
5. In consultation with management, the independent accountants, and the director of the corporate audit department, review the
integrity of the Group’s financial reporting processes, internal controls and disclosure controls and procedures, including whether
there are any significant deficiencies in the design or operation of such processes, controls and procedures, material weaknesses
in such processes, controls and procedures, any corrective actions taken with regard to such deficiencies and any fraud involving
management or other employees with a significant role in such processes, controls and procedures.
6. Review with management, the corporate auditors and the independent accountants, in separate meetings, if the Audit
Committee deems it appropriate:
•Any analysis or other written communications prepared by management, the corporate auditors and/or the independent
accountants setting forth significant financial reporting issues and judgments made in connection with the preparation
of the financial statements, including analyses of the effects of alternative GAAP methods on the financial statements;
•The critical accounting policies of the Group;
•Related-party transactions and off-balance sheet transactions and structures;
•Any major issues regarding accounting principles and financial statement presentations, including any significant changes in
the Group’s selection or application of accounting principles;
•The quality and the acceptability of the Group’s accounting policies as applied in its financial reporting; and
•Regulatory and accounting initiatives or actions applicable to the Group (including any Australian Securities and Investment
Commission (“ASIC”) or SEC investigations or proceedings).
7. Discuss, in conjunction with management, the Group’s earnings releases as well as financial information and earnings guidance
provided to analysts and rating agencies (paying particular attention to use of “pro forma” or “adjusted” non-GAAP information).
8. Review, with the Group’s counsel and management, any legal or regulatory matter that could have a significant impact on the
Group’s financial statements.
9. Review the Group’s policies and practices with respect to risk assessment and risk management, including discussing with
management the Group’s major financial risk exposures and the steps that have been taken to monitor and control such
exposures.