Annual Report 2019

108 Transport International Holdings Limited 2019 Annual Report Corporate Governance Report In 2019, the functions performed by the Internal Audit Department included, among others: Conducting compliance reviews of relevant laws and regulations applicable to the Group’s business; Carrying out operational reviews and surprise checks of major internal control processes in respect of both franchised and non-franchised businesses; Performing special reviews and investigations at the request of the Group’s management; and Assisting operations in carrying out Internal Quality Audits (“IQA”) in accordance with ISO requirements. Based on the report of the Internal Audit Department and the report of the Company Secretary on the Group’s whistleblowing policy, the Audit and Risk Management Committee has concluded that the Group continues to operate in an effective control environment with a control system that adequately monitors and corrects non-compliance in significant areas. Following the Audit and Risk Management Committee’s annual review of the Group’s internal control systems, the Board is satisfied that the Group complied with the Code Provisions on internal controls in 2019. Control Practices for Handling and Disseminating Price-sensitive and/or Inside Information The Company is fully aware of its obligations under the Listing Rules and the Securities and Futures Ordinance. A suite of procedures and internal control measures are in place to preserve the confidentiality of price-sensitive and/ or inside information relating to the Group. All members of the Board, senior management and nominated executives, who are likely to have access to price-sensitive and/or inside information because of their office or employment in the Company or a subsidiary, are bound by the Model Code for Securities Transactions by Directors of Listed Issuers under the Listing Rules. In addition, every employee is required to follow the guidelines of the Code of Conduct and the Staff Handbook to keep unpublished price-sensitive and/or inside information strictly confidential. External Audit The external auditors play a crucial role in ensuring the integrity of the disclosure of financial information. During the course of their review of the Company’s interim financial report and their audit of the Company’s annual financial statements, if the external auditors discover any major irregularities, they will report their findings directly to the Audit and Risk Management Committee and the Board. The external auditors are invited to attend meetings of the Audit and Risk Management Committee, as well as the Annual General Meeting. The Audit and Risk Management Committee is responsible for monitoring the audit and non-audit services rendered to the Group by its external auditors. There is a formal policy in place to ensure that the engagement of the external auditors in non-audit services will not impair their independence in providing the audit services. The external auditors are also required to review annually their relationship with the Group and to give written confirmation to the Audit and Risk Management Committee of their independent status. The Company engaged KPMG as its external auditors to audit the financial statements of the Company for the year ended 31 December 2019. KPMG has formally confirmed in writing to the Audit and Risk Management Committee that for the year ended 31 December 2019 and up to the date of this Annual Report, it remains independent of the Group in accordance with the independence requirements of the HKICPA. The fees for services rendered by KPMG to the Group for the year ended 31 December 2019 are set out below: HK$ million Audit related services 4.2 Non-audit related services (Note) 0.9 Total 5.1 Note: Non-audit related services mainly consist of other review and reporting services.