Statutory Audit Committee

Statutory Audit Committee (SAC)

Section 359 (3) of the Companies and Allied Matters Act Cap C20 LFN 2004 requires every public company to establish a Statutory Audit Committee (SAC) composed of an equal number of its directors and representatives of the shareholders. Subject to such other additional functions and powers that the Company’s Articles of Association may stipulate, the objectives and functions of the Statutory Audit Committee shall be to:

• Ascertain whether the accounting and reporting policies of the Company are in accordance with legal requirements and agreed ethical practices;
• Review the scope and planning of audit requirements;
• Review the findings on management matters in conjunction with the external auditors and departmental responses therein;
• Keep under review the effectiveness of the Company’s system of accounting and internal control;
• Make recommendations to the Board with regard to the appointment of, removal and remuneration of the external auditors of the Company;
• Authorise the internal auditor to carry out investigations into any activities of the Company which may be of interest or concern to the Committee;
• Examine the Auditors’ Report and make recommendations thereon to the Annual General Meeting as it may think fit.

Membership:

• The Statutory Audit Committee shall consist of an equal number of directors and representatives of the shareholders (subject to a maximum of six members). Such members of the Audit Committee shall not be entitled to remuneration and shall be subject to reelection annually.
• The members will nominate any member of the Committee as the Chairman of the Audit Committee from time to time.
• Any member may nominate a shareholder as a member of the Audit Committee by giving notice in writing of such nomination to the Company Secretary of the Company at least 21 days before the Annual General Meeting.
• A quorum for any meeting will be a simple majority of three members with minimum of two representatives of the shareholders.