2016年acca考试p1讲义.docx

2016年acca考试p1讲义2016年3月考试就要到了，为了方便大家更好地复习2016年acca p1考试，小编在百度文库定期传一些考试资料，如有需要请访问财萃网。governance:directors (a)chairmanrunning the board and setting its agendaensuring the board receives accurate and timely informationensuring effective communication with shareholdersensuring sufficient time is allowed for discussion of controversial issuestaking the lead in board developmentfacilitating board appraisalencouraging active engagement by all the members of the boardreporting in and signing off accounts (b) ceobusiness strategy and managementinvestment and financingrisk managementestablishing the companys managementboard committeesliaison with stakeholders (c) division of responsibilitiesceo run the company, chairman run the board and take the lead in liaising withshareholderschairman carries the authority of the board, ceo has the authority that isdelegated by the board. unfettered powers is concentrated into on pair of handsavoiding conflict of interestboard cant make the ceo accountable for management if it is led by ceoboard is more able to express its concerns effectively by providing a point ofreporting for the nedschairman is responsible for obtaining the information that other directorsrequire to exercise proper oversight and monitor the organizationeffectivelycompliance with governance best practice and hence reassures shareholders (d) roles of nedsstrategy. contribute to, and challenge the direction of, strategyscrutiny. scrutiny the performance of executive management in meeting goals andobjectives and monitor the reporting of performance.risk. financial information is accurate and financial controls and systems ofrisk management are robust.people. determining appropriate levels of remuneration for executives, and arekey figures in the appointment and removal of senior managers and in successionplanningcontribution of neds:better balanced board(power, skills and experiences)representing shareholder interests(put shareholders viewpoint in board discussion,)monitoring function(monitors risks, controls and operations effectively, theperformance of executive directors) (e) advantages of nedsexternal experience and knowledge which executive directors do not possess.provide a wider perspective than executive directorsa comfort factor for third parties such as investors or creditorscertain roles (father confessor: being a confidant for the chairmanand other directors; oil-can: intervening to make the board run moreeffectively; high-sheriff: if necessary taking steps to remove thechairman or ceo)full board members who are excepted to have the level of knowledge that fullboard membership implies. (f) problems of nedslack independence (no business, financial or other connection;cross-directorships; should not take part in share option schemes and theirservice should not be pensionable; appointments should not be for aspecified term and reappointment should not be automatic; procedures shouldexist to ensure neds take independent advice)prejudice and against widening the recruitment of nedshigh-calibre neds may gravitate towards the best run companieshave difficulty imposing their views upon the board.not enough emphasis is given to the role of neds in preventing troublelimited timedamage company performance by weakening board unity and stiflingentrepreneurship (g) remuneration packagebasic salary(experience, market rate)performance related bonuses(transaction bonuses; loyalty bonuses)sharesshare options (align management and shareholder interests, particularlyheld for a long time)benefits in kind (transport/ health provisions / life assurance /holidays / expenses / loans)pensions (h) remuneration policypay scalesproportion of different types of rewardperiodbe related to measureable performancebalance between short and long-term performance elementstransparencyresponsibilities of the boardformal schedule of matters specifically reserved to it for decisionat board meetingsmonitoring the ceooverseeing strategymonitoring risks, control systems and governancemonitoring the human capital aspects of the company, eg succession, morale,trainingmonitoring potential conflicts of interestensuring that there is effective communication of its strategic plans. nomination committee(a)consist mainly of neds, to consider:the balance between executive and independent nedsthe skills, knowledge and experience possessed by the current boardthe need for continuity and succession planningthe desirable size of the boardthe need to attract board members from a diversity or backgrounds(b)inductionbuild an understanding of the nature of the company, its business and itsmarkets;build a link with the companys peoplebuild an understanding of the companys main relationship including meetingswith auditors(c) continuing professional developmentextend their knowledge and skills continuously;concentrate on the role of board, obligations and entitlements of existing directorsand the behaviors needed for effective board performance. audit committee(a)functionimprove the quality of financial reportingreduce the opportunity for fraudenable the neds continue an independent judgement and play a positive rolehelp the finance director (raise issues of concern; get difficult things done)strengthen the position of the external auditorthe external auditor can asserthis independence when dispute withmanagementstrengthen the position of the internal auditorincrease public confidence(b) review of financial statements andsystemsconsidering performance indicators and information systems that allowmonitoring of the most significant business and financial risks.(c) liaison with external auditorsbeing responsible for the appointment or removal of the external auditorsany other threats to external auditor independence (non-audit service; conflictof interest)discussing the scope of the external auditacting as a forum for liaison between the external auditors, the ias and thefinance directorshelping the external auditors to obtain the informationmaking themselves available to the external auditors for consultantdealing with any serious reservations.(d)review of internal auditstandards including objectivity, technical knowledge and professional standardsscope including how much emphasis is given to different types of reviewresources (enough hours, personal technical and skills)reporting arrangementswork plan (review of controls and coverage of high risk areas)liaison with external auditorsresultsrelate to external auditor (increase the independence of external auditor; actas liaison person to facilitate the communication between the executivedirectors and external auditors; act as coordinate the work between externalauditor and internal auditor; to monitor the independence and quality of workof external auditor)related to internal audit function (to approve the appointment ortermination? of appointment of the head of internal audit; to review the workof the internal audit function)(e)review of internal controlmonitor the adequacy of internal control systems in mitigating? risks(control environment, managements attitude)cover legal compliance and ethicsaddress the risk of fraud (report fraud, frand to be investigated)reviewing the companys statement on internal controlsconsider the recommendation of the auditors in the management letter andmanagements responseactive supervisory role (review major transactions)(f)review of risk managementconfirming a formal policy in place for risk management, risk management isupdated to reflect current positions and strategy.(g) independence of internal auditcommittee:only be effective if neds are independence.crucial to discuss the managements competence and judgement with the externalauditors, if not, they may feel loyalty towards managementinvestors confidencereporting of the internal audit committee need the neds independence,otherwise influence the integrity of the auditors. internal auditors/external auditors comparison of role in the context ofcorporate governance(a)assess the need for internal auditscale, diversity and complexity of the companys operationsnumber of employeescost-benefit considerationschanges in organizational structurechanges in key risksproblems with internal control systemsincreased number of unexplained or unacceptable events(b)role of internal audit functionindependent checking, examination and evaluation the internal control systemestablished by executive director.internal control over financial reportingfs whether show true and fairinternal control over operationoperational information(management information)review of “3e”review of compliance with laws and regulationsreview of safeguarding of the organizations assetsreview of implementation of corporate goals and objectivesreview of significant risks to the organisation, monitoring risk managementpolicy and risk management strategies.(c) advantages of appointing internalauditor from outside the company:external appointment would bring detachment and independence (reduce or avoidsthe independence and familiarity threats)an external appointment would help with independence and objectivity. own nopersonal loyalties nor favours from previous positions. have no personalgrievances nor conflicts with other people. (increase the confidence ofinvestors)some benefit would be expected from the “new broom effect in that theappointment would see the company through fresh eyes .(bring a fresh pair ofeyes to the task)come in with new ideas and expertise gained from other situationsthe possibility exists for the transfer of best practice in from outside.(bestpractice and current developments can be introduced)(d) review of the risk managementidentification. risks comes and go with the changing nature of businessactivity, and with the continual ch