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CORPORATE GOVERNANCE REPORT
42 GEO ENERGY RESOURCES LIMITED | Annual Report 2012
  enquiring on the status of the existing Qualifying Assets (as defned in the Company’s prospectus dated 10
October 2012 (the “Prospectus”)) and determining if any of the Qualifying Assets should be removed from
the QA List (as defned in the Prospectus);
  reviewing and approving the Promoter Interest Register (as defned in the Prospectus); and
  undertaking generally such other functions and duties as may be required by law or the SGX–ST Listing
Manual, and by such amendments made thereto from time to time.
The AC shall commission and review the fndings of internal investigations into matters where there is any
suspected fraud or irregularity, or failure of internal controls or infringement of any Singapore law, rule or regulation
which has or is likely to have a material impact on the Group’s operating results and/or fnancial position.
The AC has full authority to investigate any matter within its terms of reference, full access to and cooperation from
the Management, and full discretion to invite any director, key executive or other employee of the Group to attend
its meetings, and is given reasonable resources to enable it to discharge its functions properly and effectively.
The AC meets with the external auditors and internal auditors without the presence of the Management, at least
annually.
The fees paid or payable by the Company to the external auditors in FY2012 for audit services, non–audit services
and services relating to the listing of the Company, amounted to S$290,000, S$33,000 and S$774,000 respectively.
The AC, having undertaken a review of all non–audit services provided by the external auditors, is of the opinion
that such services would not affect the independence of the external auditors.
The Company has complied with Rules 712 and 715 of the SGX–ST Listing Manual in relation to its external
auditors.
12. INTERNAL CONTROLS
Principle 12: The Board should ensure that the Management maintains a sound system of internal controls
to safeguard the shareholders’ investment and the company’s assets.
The Group’s internal controls and systems are designed to provide reasonable assurance as to the integrity and
reliability of the fnancial information, and to safeguard and maintain accountability of assets. Procedures are in
place to identify major business risks and evaluate potential fnancial implications, as well as for the authorisation
of capital expenditure and investments.
The Board believes that the system of internal controls maintained by the Management provides reasonable
assurance against material fnancial misstatements or loss, and ensures the safeguarding of assets, the
maintenance of proper accounting records, the reliability of fnancial information, compliance with legislation,
regulations and best practices and the identifcation and management of business risks. The Board is therefore
of the view that the system of internal controls and risk management maintained by the Group is adequate for
safeguarding shareholders’ investments and the Group’s assets.
The Board is pleased to report that the Group’s external auditors, Deloitte & Touche LLP, have not identifed any
material management letter points in the course of their audit of the Group’s fnancial statements for FY2012.
In addition, the Group’s internal auditors, PricewaterhouseCoopers Business Advisory Services Pte. Ltd., have
conducted follow–up reviews pursuant to the internal controls review conducted in FY2012 and all management
points in relation to the aforementioned have since been rectifed.
Based on the internal controls established and maintained by the Group, work performed by the internal and
external auditors, and reviews performed by the Management, various Board committees and the Board, the Board
and the AC are of the opinion that the Group’s internal controls, addressing fnancial, operational and compliance
risks, were adequate as at 31 December 2012.
The Board notes that no system of internal controls can provide absolute assurance against the occurrence of
material errors, poor judgment in decision–making, human error, fraud or other irregularities.