3 Susan Paullaos was recently appointed as a non-executive member of the internal audit committee of Gluck andGoodman, a public listed company producing complex engineering products. Barney Chester, the executive financedirector who chairs the committee,
题目
3 Susan Paullaos was recently appointed as a non-executive member of the internal audit committee of Gluck and
Goodman, a public listed company producing complex engineering products. Barney Chester, the executive finance
director who chairs the committee, has always viewed the purpose of internal audit as primarily financial in nature
and as long as financial controls are seen to be fully in place, he is less concerned with other aspects of internal
control. When Susan asked about operational controls in the production facility Barney said that these were not the
concern of the internal audit committee. This, he said, was because as long as the accounting systems and financial
controls were fully functional, all other systems may be assumed to be working correctly.
Susan, however, was concerned with the operational and quality controls in the production facility. She spoke to
production director Aaron Hardanger, and asked if he would be prepared to produce regular reports for the internal
audit committee on levels of specification compliance and other control issues. Mr Hardanger said that the internal
audit committee had always trusted him because his reputation as a manager was very good. He said that he had
never been asked to provide compliance evidence to the internal audit committee and saw no reason as to why he
should start doing so now.
At board level, the non-executive chairman, George Allejandra, said that he only instituted the internal audit committee
in the first place in order to be seen to be in compliance with the stock market’s requirement that Gluck and Goodman
should have one. He believed that internal audit committees didn’t add materially to the company. They were, he
believed, one of those ‘outrageous demands’ that regulatory authorities made without considering the consequences
in smaller companies nor the individual needs of different companies. He also complained about the need to have an
internal auditor. He said that Gluck and Goodman used to have a full time internal auditor but when he left a year
ago, he wasn’t replaced. The audit committee didn’t feel it needed an internal auditor because Barney Chester believed
that only financial control information was important and he could get that information from his management
accountant.
Susan asked Mr Allejandra if he recognised that the company was exposing itself to increased market risks by failing
to have an effective audit committee. Mr Allejandra said he didn’t know what a market risk was.
Required:
(a) Internal control and audit are considered to be important parts of sound corporate governance.
(i) Describe FIVE general objectives of internal control. (5 marks)
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更多“3 Susan Paullaos was recently appointed as a non-executive member of the internal audit committee of Gluck andGoodman, a public listed company producing complex engineering products. Barney Chester, the executive financedirector who chairs the committee, ”相关问题
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第1题：
2 Chen Products produces four manufactured products: Products 1, 2, 3 and 4. The company’s risk committee recently
met to discuss how the company might respond to a number of problems that have arisen with Product 2. After a
number of incidents in which Product 2 had failed whilst being used by customers, Chen Products had been presented
with compensation claims from customers injured and inconvenienced by the product failure. It was decided that the
risk committee should meet to discuss the options.
When the discussion of Product 2 began, committee chairman Anne Ricardo reminded her colleagues that, apart from
the compensation claims, Product 2 was a highly profitable product.
Chen’s risk management committee comprised four non-executive directors who each had different backgrounds and
areas of expertise. None of them had direct experience of Chen’s industry or products. It was noted that it was
common for them to disagree among themselves as to how risks should be managed and that in some situations,
each member proposed a quite different strategy to manage a given risk. This was the case when they discussed
which risk management strategy to adopt with regard to Product 2.
Required:
(a) Describe the typical roles of a risk management committee. (6 marks)
正确答案：
(a) Typical roles of a risk management committee
The typical roles of a risk management committee are as follows:
To agree and approve the risk management strategy and policies. The design of risk policy will take into account the
environment, the strategic posture towards risk, the product type and a range of other relevant factors.
Receiving and reviewing risk reports from affected departments. Some departments will file regular reports on key risks (such
as liquidity assessments from the accounting department, legal risks from the company secretariat or product risks from the
sales manager).
Monitoring overall exposure and specific risks. If the risk policy places limits on the total risk exposure for a given risk then
this role ensures that limits are adhered to. In the case of certain strategic risks, monitoring could occur on a very frequent
basis whereas for more operational risks, monitoring will more typically occur to coincide with risk management committee
meetings.
Assessing the effectiveness of risk management systems. This involves getting feedback from departments and the internal
audit function on the workings of current management and risk mitigation systems.
Providing general and explicit guidance to the main board on emerging risks and to report on existing risks. This will involve
preparing reports on apparent risks and assessing their probability of being realised and their potential impact if they do.
To work with the audit committee on designing and monitoring internal controls for the management and mitigation of risks.
If the risk committee is part of the executive structure, it will likely have an advisory role in respect of its input into the audit
committee. If it is non-executive, its input may be more directly influential.
[Tutorial note: other roles may be suggested that, if relevant, will be rewarded] -
第2题：
(ii) Evaluate the relative advantages and disadvantages of Chen’s risk management committee being
non-executive rather than executive in nature. (7 marks)
正确答案：
(ii) Advantages and disadvantages of being non-executive rather than executive
The UK Combined Code, for example, allows for risk committees to be made up of either executive or non-executive
members.
Advantages of non-executive membership
Separation and detachment from the content being discussed is more likely to bring independent scrutiny.
Sensitive issues relating to one or more areas of executive oversight can be aired without vested interests being present.
Non-executive directors often bring specific expertise that will be more relevant to a risk problem than more
operationally-minded executive directors will have.
Chen’s four members, being from different backgrounds, are likely to bring a range of perspectives and suggested
strategies which may enrich the options open to the committee when considering specific risks.
Disadvantages of non-executive membership (advantages of executive membership)
Direct input and relevant information would be available from executives working directly with the products, systems
and procedures being discussed if they were on the committee. Non-executives are less likely to have specialist
knowledge of products, systems and procedures being discussed and will therefore be less likely to be able to comment
intelligently during meetings.
The membership, of four people, none of whom ‘had direct experience of Chen’s industry or products’ could produce
decisions taken without relevant information that an executive member could provide.
Non-executive directors will need to report their findings to the executive board. This reporting stage slows down the
process, thus requiring more time before actions can be implemented, and introducing the possibility of some
misunderstanding. -
第3题：
(b) Criticise the internal control and internal audit arrangements at Gluck and Goodman as described in the case
scenario. (10 marks)
正确答案：
(b) Criticisms
The audit committee is chaired by an executive director. One of the most important roles of an audit committee is to review
and monitor internal controls. An executive director is not an independent person and so having Mr Chester as chairman
undermines the purpose of the committee as far as its role in governance is concerned.
Mr Chester, the audit committee chairman, considers only financial controls to be important and undermines the purpose of
the committee as far as its role in governance is concerned. There is no recognition of other risks and there is a belief that
management accounting can provide all necessary information. This viewpoint fails to recognise the importance of other
control mechanisms such as technical and operational controls.
Mr Hardanger’s performance was trusted without supporting evidence because of his reputation as a good manager. An audit
committee must be blind to reputation and treat all parts of the business equally. All functions can be subject to monitor and
review without ‘fear or favour’ and the complexity of the production facility makes it an obvious subject of frequent attention.
The audit committee does not enjoy the full support of the non-executive chairman, Mr Allejandra. On the contrary in fact,
he is sceptical about its value. In most situations, the audit committee reports to the chairman and so it is very important
that the chairman protects the audit committee from criticism from executive colleagues, which is unlikely given the situation
at Gluck and Goodman.
There is no internal auditor to report to the committee and hence no flow of information upon which to make control decisions.
Internal auditors are the operational ‘arms’ of an audit committee and without them, the audit committee will have little or no
relevant data upon which to monitor and review control systems in the company.
The ineffectiveness of the internal audit could increase the cost of the external audit. If external auditors view internal controls
as weak they would be likely to require increased attention to audit trails, etc. that would, in turn, increase cost. -
第4题：
(e) Internal controls are very important in a complex civil engineering project such as the Giant Dam Project.
Required:
Describe the difficulties of maintaining sound internal controls in the Giant Dam Project created by working
through sub-contractors. (4 marks)
正确答案：
(e) Control and sub-contractors
Specifically in regard to the maintenance of internal controls when working with sub-contractors, the prominent difficulties
are likely to be in the following areas:
Configuring and co-ordinating the many activities of sub-contractors so as to keep progress on track. This may involve taking
the different cultures of sub-contractor organisations into account.
Loss of direct control over activities as tasks are performed by people outside R&M’s direct employment and hence its
management structure.
Monitoring the quality of work produced by the sub-contractors. Monitoring costs will be incurred and any quality problems
will be potentially costly.
Budget ‘creep’ and cost control. Keeping control of budgets can be a problem in any large civil engineering project (such the
construction of the new Wembley Stadium in the UK) and problems are likely to be made worse when the principal contractor
does not have direct control over all activities.
Time limit over-runs. Many projects (again, such as the new Wembley Stadium, but others also) over-run significantly on time.
Tutorial note: only four difficulties need to be described. -
第5题：
TQ Company, a listed company, recently went into administration (it had become insolvent and was being managed by a firm of insolvency practitioners). A group of shareholders expressed the belief that it was the chairman, Miss Heike Hoiku, who was primarily to blame. Although the company’s management had made a number of strategic errors that brought about the company failure, the shareholders blamed the chairman for failing to hold senior management to account. In particular, they were angry that Miss Hoiku had not challenged chief executive Rupert Smith who was regarded by some as arrogant and domineering. Some said that Miss Hoiku was scared of Mr Smith.
Some shareholders wrote a letter to Miss Hoiku last year demanding that she hold Mr Smith to account for a number of previous strategic errors. They also asked her to explain why she had not warned of the strategic problems in her chairman’s statement in the annual report earlier in the year. In particular, they asked if she could remove Mr Smith from office for incompetence. Miss Hoiku replied saying that whilst she understood their concerns, it was difficult to remove a serving chief executive from office.
Some of the shareholders believed that Mr Smith may have performed better in his role had his reward package been better designed in the first place. There was previously a remuneration committee at TQ but when two of its four non-executive members left the company, they were not replaced and so the committee effectively collapsed.
Mr Smith was then able to propose his own remuneration package and Miss Hoiku did not feel able to refuse him.
He massively increased the proportion of the package that was basic salary and also awarded himself a new and much more expensive company car. Some shareholders regarded the car as ‘excessively’ expensive. In addition, suspecting that the company’s performance might deteriorate this year, he exercised all of his share options last year and immediately sold all of his shares in TQ Company.
It was noted that Mr Smith spent long periods of time travelling away on company business whilst less experienced directors struggled with implementing strategy at the company headquarters. This meant that operational procedures were often uncoordinated and this was one of the causes of the eventual strategic failure.
(a) Miss Hoiku stated that it was difficult to remove a serving chief executive from office.
Required:
(i) Explain the ways in which a company director can leave the service of a board. (4 marks)
(ii) Discuss Miss Hoiku’s statement that it is difficult to remove a serving chief executive from a board.
(4 marks)
(b) Assess, in the context of the case, the importance of the chairman’s statement to shareholders in TQ
Company’s annual report. (5 marks)
(c) Criticise the structure of the reward package that Mr Smith awarded himself. (4 marks)
(d) Criticise Miss Hoiku’s performance as chairman of TQ Company. (8 marks)
正确答案：(a) (i) Leaving the service of a board
Resignation with or without notice. Any director is free to withdraw his or her labour at any time but there is normally
a notice period required to facilitate an orderly transition from the outgoing chief executive to the incoming one.
Not offering himself/herself for re-election. Terms of office, which are typically three years, are renewable if the director
offers him or herself for re-election and the shareholders support the renewal. Retirement usually takes place at the end
of a three-year term when the director decides not to seek re-election.
Death in service when, obviously, the director is unable to either provide notice or seek retirement.
Failure of the company. When a company fails, all directors’ contracts are cancelled although this need not signal the
end of the directors’ involvement with company affairs as there may be ongoing legal issues to be resolved.
Being removed e.g. by being dismissed for disciplinary offences. It is relatively easy to ‘prove’ a disciplinary offence but
much more difficult to ‘prove’ incompetence. The nature of disciplinary offences are usually made clear in the terms and
conditions of employment and company policy.
Prolonged absence. Directors unable to perform. their duties owing to protracted absence, for any reason, may be
removed. The length of qualifying absence period varies by jurisdiction.
Being disqualified from being a company director by a court. Directors can be banned from holding directorships by a
court for a number of reasons including personal bankruptcy and other legal issues.
Failing to be re-elected if, having offered him or herself for re-election, shareholders elect not to re-appoint.
An ‘agreed departure’ such as by providing compensation to a director to leave.(ii) Discuss Miss Hoiku’s statement
The way that directors’ contracts and company law are written (in most countries) makes it difficult to remove a director
such as Mr Smith from office during an elected term of office so in that respect, Miss Hoiku is correct. Unless his contract
has highly specific performance targets built in to it, it is difficult to remove Mr Smith for incompetence in the
short-term as it is sometimes difficult to assess the success of strategies until some time has passed. If the alleged
incompetence is within Mr Smith’s term of office (typically three years) then it will usually be necessary to wait until the
director offers himself for re-election. The shareholders can then simply not re-elect the incompetent director (in this
case, Mr Smith). The most likely way to achieve the departure of Mr Smith within his term of office will be to ‘encourage’
him to resign by other directors failing to support him or by shareholders issuing a vote of no confidence at an AGM or
EGM. This would probably involve offering him a suitable financial package to depart at a time chosen by the other
members of the board or company shareholders.
(b) Importance of the chairman’s statement
The chairman’s statement (or president’s letter in some countries) is an important and usually voluntary item, typically carried
at the very beginning of an annual report. In general terms, it is intended to convey important messages to shareholders in
general, strategic terms. As a separate section from other narrative reporting sections of an annual report, it offers the
chairman the opportunity to inform. shareholders about issues that he or she feels it would be beneficial for them to be aware
of. This independent communication is an important part of the separation of the roles of CEO and chairman.
In the case of TQ Company, the role of the chairman is of particular importance because of the dominance of Mr Smith.
Miss Hoiku had a particular responsibility to use her most recent statement to inform. shareholders about going concern issues
notwithstanding the difficulties that might cause in her relationship with Mr Smith. Miss Hoiku has an ethical as well as an
agency responsibility to express her independence in the chairman’s statement and convey issues relevant to company value
to the company’s shareholders. She can use her chairman’s statement for this purpose.(c) Criticise the structure of the reward package that Mr Smith awarded himself
The balance between basic to performance related pay was very poor. Mr Smith, perhaps being aware that the prospect of
gaining much performance related income was low, took the opportunity to increase the fixed element of his income to
compensate. This was not only unprofessional and unethical on Mr Smith’s part, but it also represented very bad value for
shareholders. Having exercised his share options and sold the resulting shares, there was now no element of alignment of
his package with shareholder interests at all. His award to himself of an ‘excessively’ expensive company car was also not
in the shareholders’ interests. The fact that he exercised and sold all of his share options means that he will now have no
personal financial motivation to take strategic decisions intended to increase TQ Company’s share value. This represents a
poor degree of alignment between Mr Smith’s package and the interests of TQ’s shareholders.
(d) Criticise Miss Hoiku’s performance as chairman of TQ Company
The case describes a particularly poor performance by a company chairman. It is a key function of the chairman to represent
the shareholders’ interests in the company and Miss Hoiku has clearly failed in this duty.
A key reason for her poor performance was her reported inability or unwillingness to face up to Mr Smith who was clearly a
domineering personality. A key quality of a company chairman is his or her ability and willingness to personally challenge the
chief executive if necessary.
She failed to ensure that a committee structure was in place, allowing as she did, the remunerations committee to atrophy
when two members left the company.
Linked to this, it appears from the case that the two non-executive directors that left were not replaced and again, it is a part
of the chairman’s responsibility to ensure that an adequate number of non-executives are in place on the board.
She inexplicably allowed Mr Smith to design his own rewards package and presided over him reducing the performance
related element of his package which was clearly misaligned with the shareholders’ interests.
When Mr Smith failed to co-ordinate the other directors because of his unspecified business travel, she failed to hold him to
account thereby allowing the company’s strategy to fail.
There seems to have been some under-reporting of potential strategic problems in the most recent annual report. A ‘future
prospects’ or ‘continuing business’ statement is often a required disclosure in an annual report (in many countries) and there is evidence that this statement may have been missing or misleading in the most recent annual report. -
第6题：
What can we infer from the passage?
A．The Basle Committee's core principles require the minimum capital adequacy requirements.
B．The Basle Committee encourages banks to operate with capital of the minimum.
C．The Basle Committee helps bank supervisors to reduce the risk of loss.
D．The Basle Committee ensures banks to pursue the stability of the banking industry.
正确答案：D
解析：通读第二段，可知道巴塞尔委员会的《有效银行监管的核心原则》要求建立审慎和适当的最低资本充足要求，并且鼓励银行在最低资本金范围之上从事经营活动。所以D选项最接近该段的中心意思。 -
第7题：
(a) Contrast the role of internal and external auditors. (8 marks)
(b) Conoy Co designs and manufactures luxury motor vehicles. The company employs 2,500 staff and consistently makes a net profit of between 10% and 15% of sales. Conoy Co is not listed; its shares are held by 15 individuals, most of them from the same family. The maximum shareholding is 15% of the share capital.
The executive directors are drawn mainly from the shareholders. There are no non-executive directors because the company legislation in Conoy Co’s jurisdiction does not require any. The executive directors are very successful in running Conoy Co, partly from their training in production and management techniques, and partly from their ‘hands-on’ approach providing motivation to employees.
The board are considering a significant expansion of the company. However, the company’s bankers are
concerned with the standard of financial reporting as the financial director (FD) has recently left Conoy Co. The board are delaying provision of additional financial information until a new FD is appointed.
Conoy Co does have an internal audit department, although the chief internal auditor frequently comments that the board of Conoy Co do not understand his reports or provide sufficient support for his department or the internal control systems within Conoy Co. The board of Conoy Co concur with this view. Anders & Co, the external auditors have also expressed concern in this area and the fact that the internal audit department focuses work on control systems, not financial reporting. Anders & Co are appointed by and report to the board of Conoy Co.
The board of Conoy Co are considering a proposal from the chief internal auditor to establish an audit committee.
The committee would consist of one executive director, the chief internal auditor as well as three new appointees.
One appointee would have a non-executive seat on the board of directors.
Required:
Discuss the benefits to Conoy Co of forming an audit committee. (12 marks)
正确答案：
(a)Roleofinternalandexternalauditors–differencesObjectivesThemainobjectiveofinternalauditistoimproveacompany’soperations,primarilyintermsofvalidatingtheefficiencyandeffectivenessoftheinternalcontrolsystemsofacompany.Themainobjectiveoftheexternalauditoristoexpressanopiniononthetruthandfairnessofthefinancialstatements,andotherjurisdictionspecificrequirementssuchasconfirmingthatthefinancialstatementscomplywiththereportingrequirementsincludedinlegislation.ReportingInternalauditreportsarenormallyaddressedtotheboardofdirectors,orotherpeoplechargedwithgovernancesuchastheauditcommittee.Thosereportsarenotpubliclyavailable,beingconfidentialbetweentheinternalauditorandtherecipient.Externalauditreportsareprovidedtotheshareholdersofacompany.Thereportisattachedtotheannualfinancialstatementsofthecompanyandisthereforepubliclyavailabletotheshareholdersandanyreaderofthefinancialstatements.ScopeofworkTheworkoftheinternalauditornormallyrelatestotheoperationsoftheorganisation,includingthetransactionprocessingsystemsandthesystemstoproducetheannualfinancialstatements.Theinternalauditormayalsoprovideotherreportstomanagement,suchasvalueformoneyauditswhichexternalauditorsrarelybecomeinvolvedwith.Theworkoftheexternalauditorrelatesonlytothefinancialstatementsoftheorganisation.However,theinternalcontrolsystemsoftheorganisationwillbetestedastheseprovideevidenceonthecompletenessandaccuracyofthefinancialstatements.RelationshipwithcompanyInmostorganisations,theinternalauditorisanemployeeoftheorganisation,whichmayhaveanimpactontheauditor’sindependence.However,insomeorganisationstheinternalauditfunctionisoutsourced.Theexternalauditorisappointedbytheshareholdersofanorganisation,providingsomedegreeofindependencefromthecompanyandmanagement.(b)BenefitsofauditcommitteeinConoyCoAssistancewithfinancialreporting(nofinanceexpertise)TheexecutivedirectorsofConoyCodonotappeartohaveanyspecificfinancialskills–asthefinancialdirectorhasrecentlyleftthecompanyandhasnotyetbeenreplaced.ThismaymeanthatfinancialreportinginConoyCoislimitedorthattheothernon-financialdirectorsspendasignificantamountoftimekeepinguptodateonfinancialreportingissues.AnauditcommitteewillassistConoyCobyprovidingspecialistknowledgeoffinancialreportingonatemporarybasis–atleastoneofthenewappointeesshouldhaverelevantandrecentfinancialreportingexperienceundercodesofcorporategovernance.ThiswillallowtheexecutivedirectorstofocusonrunningConoyCo.EnhanceinternalcontrolsystemsTheboardofConoyCodonotnecessarilyunderstandtheworkoftheinternalauditor,ortheneedforcontrolsystems.ThismeansthatinternalcontrolwithinConoyComaybeinadequateorthatemployeesmaynotrecognisetheimportanceofinternalcontrolsystemswithinanorganisation.TheauditcommitteecanraiseawarenessoftheneedforgoodinternalcontrolsystemssimplybybeingpresentinConoyCoandbyeducatingtheboardontheneedforsoundcontrols.Improvingtheinternalcontrol‘climate’willensuretheneedforinternalcontrolsisunderstoodandreducecontrolerrors.RelianceonexternalauditorsConoyCo’sinternalauditorscurrentlyreporttotheboardofConoyCo.Aspreviouslynoted,thelackoffinancialandcontrolexpertiseontheboardwillmeanthatexternalauditorreportsandadvicewillnotnecessarilybeunderstood–andtheboardmayrelytoomuchonexternalauditorsIfConoyCoreporttoanauditcommitteethiswilldecreasethedependenceoftheboardontheexternalauditors.Theauditcommitteecantaketimetounderstandtheexternalauditor’scomments,andthenviathenon-executivedirector,ensurethattheboardtakeactiononthosecomments.AppointmentofexternalauditorsAtpresent,theboardofConoyCoappointtheexternalauditors.Thisraisesissuesofindependenceastheboardmaybecometoofamiliarwiththeexternalauditorsandsoappointonthisfriendshipratherthanmerit.Ifanauditcommitteeisestablished,thenthiscommitteecanrecommendtheappointmentoftheexternalauditors.Thecommitteewillhavethetimeandexpertisetoreviewthequalityofserviceprovidedbytheexternalauditors,removingtheindependenceissue.Corporategovernancerequirements–bestpracticeConoyCodonotneedtofollowcorporategovernancerequirements(thecompanyisnotlisted).However,notfollowingthoserequirementsmaystarttohaveadverseeffectsonConoy.Forexample,ConoyCo’sbankisalreadyconcernedaboutthelackoftransparencyinreporting.EstablishinganauditcommitteewillshowthattheboardofConoyCoarecommittedtomaintainingappropriateinternalsystemsinthecompanyandprovidingthestandardofreportingexpectedbylargecompanies.Obtainingthenewbankloanshouldalsobeeasierasthebankwillbesatisfiedwithfinancialreportingstandards.Givennonon-executives–independentadvicetoboardCurrentlyConoyCodoesnothaveanynon-executivedirectors.Thismeansthatthedecisionsoftheexecutivedirectorsarenotbeingchallengedbyotherdirectorsindependentofthecompanyandwithlittleornofinancialinterestinthecompany.Theappointmentofanauditcommitteewithonenon-executivedirectorontheboardofConoyCowillstarttoprovidesomenon-executiveinputtoboardmeetings.Whilenotsufficientintermsofcorporategovernancerequirements(aboutequalnumbersofexecutiveandnon-executivedirectorsareexpected)itdoesshowtheboardofConoyCoareattemptingtoestablishappropriategovernancesystems.AdviceonriskmanagementFinally,thereareothergeneralareaswhereConoyCowouldbenefitfromanauditcommittee.Forexample,lackofcorporategovernancestructuresprobablymeansConoyCodoesnothaveariskmanagementcommittee.Theauditcommitteecanalsoprovideadviceonriskmanagement,helpingtodecreasetheriskexposureofthecompany. -
第8题：
The advisory committee__________announced that up to thirty percent of the company's workforce would have to be let go.A.regrettable
B.regretfully
C.regret
D.regretful答案：B解析：空格位于主语和动词之间，应该填入副词。 -
第9题：
Because （） renters demanded our rights,a committee was appointed to study the matter further.
Aus
Bthem
Cwe
Dit’s
C
略 -
第10题：
单选题The committee kept the results of the survey（）fearing a bad public reaction.Ain itself
Bto itself
Cby itself
Dof itself
正确答案： A解析： 暂无解析 -
第11题：
单选题Who may perform as a lookout（）.AA member of the engineering watch
BA member of the navigational watch
CA member of the Stewards Department
DAll of the above
正确答案： D解析： 暂无解析 -
第12题：
单选题A committee of four men and five women （） to be appointed in this week’s meeting.Awere
Bwas
Cis
Dare
正确答案： A解析： 暂无解析 -
第13题：
(c) Risk committee members can be either executive or non-executive.
Required:
(i) Distinguish between executive and non-executive directors. (2 marks)
正确答案：
(c) Risk committee members can be either executive on non-executive.
(i) Distinguish between executive and non-executive directors
Executive directors are full time members of staff, have management positions in the organisation, are part of the
executive structure and typically have industry or activity-relevant knowledge or expertise, which is the basis of their
value to the organisation.
Non-executive directors are engaged part time by the organisation, bring relevant independent, external input and
scrutiny to the board, and typically occupy positions in the committee structure. -
第14题：
(ii) Explain the organisational factors that determine the need for internal audit in public listed companies.
(5 marks)
正确答案：
(ii) Factors affecting the need for internal audit and controls
(Based partly on Turnbull guidance)
The nature of operations within the organisation arising from its sector, strategic positioning and main activities.
The scale and size of operations including factors such as the number of employees. It is generally assumed that larger
and more complex organisations have a greater need for internal controls and audit than smaller ones owing to the
number of activities occurring that give rise to potential problems.
Cost/benefit considerations. Management must weigh the benefits of instituting internal control and audit systems
against the costs of doing so. This is likely to be an issue for medium-sized companies or companies experiencing
growth.
Internal or external changes affecting activities, structures or risks. Changes arising from new products or internal
activities can change the need for internal audit and so can external changes such as PESTEL factors.
Problems with existing systems, products and/or procedures including any increase in unexplained events. Repeated or
persistent problems can signify the need for internal control and audit.
The need to comply with external requirements from relevant stock market regulations or laws. This appears to be a
relevant factor at Gluck & Goodman. -
第15题：
(c) Define ‘market risk’ for Mr Allejandra and explain why Gluck and Goodman’s market risk exposure is
increased by failing to have an effective audit committee. (5 marks)
正确答案：
(c) Market risk
Definition of market risk
Market risks are those arising from any of the markets that a company operates in. Most common examples are those risks
from resource markets (inputs), product markets (outputs) or capital markets (finance).
[Tutorial note: markers should exercise latitude in allowing definitions of market risk. IFRS 7, for example, offers a technical
definition: ‘Market risk is the risk that the fair value or cash flows of a financial instrument will fluctuate due to changes in
market prices. Market risk reflects interest rate risk, currency risk, and other price risks’.]
Why non-compliance increases market risk
The lack of a fully compliant committee structure (such as having a non-compliant audit committee) erodes investor
confidence in the general governance of a company. This will, over time, affect share price and hence company value. Low
company value will threaten existing management (possibly with good cause in the case of Gluck and Goodman) and make
the company a possible takeover target. It will also adversely affect price-earnings and hence market confidence in Gluck and
Goodman’s shares. This will make it more difficult to raise funds from the stock market. -
第16题：
(b) Explain the roles of a nominations committee and assess the potential usefulness of a nominations committee
to the board of Rosh and Company. (8 marks)
正确答案：
(b) Nominations committees
General roles of a nominations committee.
It advises on the balance between executives and independent non-executive directors and establishes the appropriate
number and type of NEDs on the board. The nominations committee is usually made up of NEDs.
It establishes the skills, knowledge and experience possessed by current board and notes any gaps that will need to be filled.
It acts to meet the needs for continuity and succession planning, especially among the most senior members of the board.
It establishes the desirable and optimal size of the board, bearing in mind the current size and complexity of existing and
planned activities and strategies.
It seeks to ensure that the board is balanced in terms of it having board members from a diversity of backgrounds so as to
reflect its main constituencies and ensure a flow of new ideas and the scrutiny of existing strategies.
In the case of Rosh, the needs that a nominations committee could address are:
To recommend how many directors would be needed to run the business and plan for recruitment accordingly. The perceived
similarity of skills and interests of existing directors is also likely to be an issue.
To resolve the issues over numbers of NEDs. It seems likely that the current number is inadequate and would put Rosh in a
position of non-compliance with many of the corporate governance guidelines pertaining to NEDs.
To resolve the issues over the independence of NEDs. The closeness that the NEDs have to existing executive board members
potentially undermines their independence and a nominations committee should be able to identify this as an issue and make
recommendations to rectify it.
To make recommendations over the succession of the chairmanship. It may not be in the interests of Rosh for family members
to always occupy senior positions in the business. -
第17题：
5 You are the manager responsible for the audit of Blod Co, a listed company, for the year ended 31 March 2008. Your
firm was appointed as auditors of Blod Co in September 2007. The audit work has been completed, and you are
reviewing the working papers in order to draft a report to those charged with governance. The statement of financial
position (balance sheet) shows total assets of $78 million (2007 – $66 million). The main business activity of Blod
Co is the manufacture of farm machinery.
During the audit of property, plant and equipment it was discovered that controls over capital expenditure transactions
had deteriorated during the year. Authorisation had not been gained for the purchase of office equipment with a cost
of $225,000. No material errors in the financial statements were revealed by audit procedures performed on property,
plant and equipment.
An internally generated brand name has been included in the statement of financial position (balance sheet) at a fair
value of $10 million. Audit working papers show that the matter was discussed with the financial controller, who
stated that the $10 million represents the present value of future cash flows estimated to be generated by the brand
name. The member of the audit team who completed the work programme on intangible assets has noted that this
treatment appears to be in breach of IAS 38 Intangible Assets, and that the management refuses to derecognise the
asset.
Problems were experienced in the audit of inventories. Due to an oversight by the internal auditors of Blod Co, the
external audit team did not receive a copy of inventory counting procedures prior to attending the count. This caused
a delay at the beginning of the inventory count, when the audit team had to quickly familiarise themselves with the
procedures. In addition, on the final audit, when the audit senior requested documentation to support the final
inventory valuation, it took two weeks for the information to be received because the accountant who had prepared
the schedules had mislaid them.
Required:
(a) (i) Identify the main purpose of including ‘findings from the audit’ (management letter points) in a report
to those charged with governance. (2 marks)
正确答案：
5 Blod Co
(a) (i) A report to those charged with governance is produced to communicate matters relating to the external audit to those
who are ultimately responsible for the financial statements. ISA 260 Communication of Audit Matters With Those
Charged With Governance requires the auditor to communicate many matters, including independence and other ethical
issues, the audit approach and scope, the details of management representations, and the findings of the audit. The
findings of the audit are commonly referred to as management letter points. By communicating these matters, the auditor
is confident that there is written documentation outlining all significant matters raised during the audit process, and that
such matters have been formally notified to the highest level of management of the client. For the management, the
report should ensure that they fully understand the scope and results of the audit service which has been provided, and
is likely to provide constructive comments to help them to fulfil their duties in relation to the financial statements and
accounting systems and controls more effectively. The report should also include, where relevant, any actions that
management has indicated they will take in relation to recommendations made by the auditors. -
第18题：
The committee member agree to the proposal that the issue _______ to the vote.A.is to be put
B.should put
C.is put
D.be put
正确答案：D
-
第19题：
The advisory committee ___announced that up to thirty percent of the company's workforcewould have to be let go.A. regrettable
B. regretfully
C. regret
D. regretfu答案：B解析： -
第20题：
A committee of four men and five women （） to be appointed in this week’s meeting.
Awere
Bwas
Cis
Dare
C
略 -
第21题：
Because （） renters demanded our rights,a committee was appointed to study the matter further.
- A、us
- B、them
- C、we
- D、it’s
正确答案:C -
第22题：
单选题Because （） renters demanded our rights,a committee was appointed to study the matter further.Aus
Bthem
Cwe
Dit’s
正确答案： A解析： 暂无解析 -
第23题：
问答题Practice 2 ● Recently your company is planning to bid for hosting an exhibition and now the manager of your company has asked you to write a letter to the organizing committee to introduce your company to them. ● Write a letter to introduce the details about your company. ● introducing the department structure and service, ● introducing previous exhibitions you have hosted, ● expressing your confidence in the success if you are permitted to host it.正确答案： 【参考范文】
Dear Mr. Green,
I am glad to know that now you are planning to organize an international automobile exhibition and we are greatly interested in this exhibition and would like to host it.
Our company, Reliable Co. Ltd., established in the year 1985, is a professional company excelling in hosting organizations, providing supporting businesses and organizing conferences. We possess a domestic exhibition department and an international exhibition department separately, a development department, a design department, and a construction department, providing all-around services for our customers.
During the thirty years, we have established a long-term cooperative relationship with a lot of famous exhibitions. We have hosted Automobile Asia, Tour Worldwide, and Electronic Products Show, etc. We have boasted of high-quality products and services to our clients. We have offered specially tailored services like stand design, promotional material printing, and showroom adornment for the clients. Our business partners come from many countries, such as the United States of America, Brazil, the United Kingdom, Australia, South Africa and Turkey, etc.
Considering our rich experience in hosting exhibitions and arranging conferences, we truly believe that our co-operation will bring a win-win situation. We ensure that there will be a breakthrough and creations for your trade show.
Yours Sincerely,
Will Smith解析： 暂无解析