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GHL Systems Berhad
(293040-D)
Annual report 2015
Statement on Risk Management and
Internal Control
RESPONSIBILITY OF THE BOARD
The Board recognises the importance of a sound framework of risk management and internal controls for good
corporate governance and to safeguard the Group’s assets and shareholders’ interests. Towards this end, the
Board is committed to maintaining a sound risk management framework and internal control system for the
Group and ensuring its continued effectiveness, adequacy and integrity through a process of periodic review.
The Board has delegated the responsibility of undertaking this process of periodic review to the Audit and Risk
Committee (“ARC”), whose responsibilities and duties are detailed in the ARC Report section of this Annual
Report. However, the Board as a whole remains ultimately responsible for the effectiveness, adequacy and
integrity of the system of risk management and internal controls.
The Board’s risk management approach has continued to evolve in line with the Group’s expanding activities.
In recent years, the Group’s business has rapidly expanded beyond its traditional Shared Services segment
into areas such as Solutions and Transaction Payment Acquisition (“TPA”) which are expected to contribute
significantly to the Group’s business in the coming years. The Group is also committed to grow its overseas
markets and to identify suitable Merger and Acquisition (“M&A”) opportunities in ASEAN.
The Board is aware that expansion into new areas of business, operating in different countries and M&A activity
can involve new and different risk considerations. Whenever these events occur, the Board will, in addition to
its normal risk management process, pay particular attention to whether the overall risk profile of the Group
has been impacted and whether existing internal controls are sufficient to address additional risks, if any. The
Board has during financial year ended 31st December 2015 (“FY 2015”), continued to strengthened the Groups’
governance and risk management framework to identify, assess, mitigate, report and monitor significant risks in
an effective manner.
The Board recognises the integral role of key management in the risk management and internal control process.
The Board had established the Risk Management Committee (“RMC”) comprising senior management to identify
and assess the Group’s risks and thereafter to design, implement and monitor appropriate risk management
processes and internal controls to address and mitigate such risks.
KEY INTERNAL CONTROL PROCESSES
The Group’s internal control system comprises the following key processes:
1. Authority and Responsibility
a) Board Committees
Board Committees are established and operate under clearly defined Terms of Reference, which are
reviewed regularly, to objectively and independently focus on certain responsibilities delegated by the
Board.
b) Delegation of Authority
In the financial year, the Management has implemented a revised Delegation of Authority, which is in
line with the growth of the business and minor restructuring of the organisation. The revised delegation
of authority clearly defines the authority and authorisation limits of the Management in all aspects of
the Company’s key business decisions.