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Question:
Focus in each headline the implication of ASX Corporate Governance Principles from your selected company (reference link B). Conceptualize and explain how to your selected company implements ASX CGC principles (read carefully from reference link A.3 and A.4 to follow)
Answer:
1. ASX Corporate Governance Principles of OZ Minerals 
  1. Lay solid Foundation for management and Oversight: The board is responsible for supervision of the management of the company and the board is committed towards setting and implementing high ethical standards with a view to of creating and delivering value for the shareholders(Beekes, Brown and Zhang 2015). The board of has adopted a system of internal control, risk management framework and corporate governance policies which are focused towards promoting a responsible management system. In addition to this, the board is responsible for setting the culture, policies and goals of the company and also determine the broad policies of the company (Achterstraat 2013). The directors of the business allocate time for policy making and strategic management of the business.
  2. Structure of the Board to add value: The board of directors as per present situation comprises of 7 directors, one executive director who is the MD & CEO of the company and 6 non- executive directors(Rothaermel 2015). The management of the company intends to place personnel as directors who have strong performance standards and have other values such as integrity, experience, qualification which suits the needs of organizational culture. The standing committee which the board has established are audit committee, sustainability committee, human resource and remuneration committee.
  3. Act Ethically and Responsibly: The board of OZ Minerals ltd expects highest level of integrity from all the employee and directors of the company and develop a professional behavior with all the stakeholders of the company. The company has set a code of conduct which describes ethical and professional behavior for all the employees, directors and contractors who are working for the company(Drumwright, Prentice and Biasucci 2015). Any breach of such code of conduct is to be reported to the board using the whistleblower’s programs which the management has established.
  4. Safeguard Integrity in Corporate Reporting: The board is responsible for effective representation of the financial information in the financial report of the company. The audit committee looks after the various disclosure policies, standards which are used for preparation of financial statements(Gao and Jia  2016). The company follows continuous disclosure policies of ASX which obligates the company to provide up to date information to its shareholders and the investment community at large.
  5. Make timely and Balanced Disclosures: The management of OZ Minerals follow Continuous disclosure policy as per the requirement of ASX. The company has set up a market and dividend policy which is in compliance of continuous disclosure policies(Fung 2014). The company has set up a disclosure committee which is responsible for ensuring that there is adequate system for effective disclosures of material information as per ASX requirements.
  6. Respect the rights of the Shareholders: The company has implemented a lot of policies which are focused toward effective investor programs. For such effective disclosures the management publishes interim half yearly results, quarterly results for promoting transparency(Lauwo and Otusanya 2014). The corporate governance program of the company is focused towards providing benefits for the shareholders of the business as much as possible.
  7. Recognize and Manage Risks: The board recognizes the fact that timely identification of the opportunities and threats are essential for keeping up a sound risk management system. It is the responsibility of the board of directors to monitor and take appropriate actions against the risks which the company faces. The company has established and effectively implemented an internal control system which is focused at reducing any risks which the business might face in long run(Reason 2016). In addition to this, the management conducts internal aduit to ensure that there are no instances of unethical practices in the business.
  8. Remunerate Fairly and Responsibly: The company has a standing remuneration committee which directly reports to the board of directors (Kearney and Kruger 2013). The main role of such a committee is to ensure that the top-level managers and directors are compensated fairly so that the company is able to retain such personnel for long run business.
Risk Assessment
Nature of the Company

OZ Minerals ltd is engaged in mining activities and is engaged in operations in Adelaide, Australia. The company is regarded as a modern mining company and has been developing since the company was created after the merger of Oxiana Ltd and Zinifex in 2008 (Ozminerals.com. 2018). The company has been a developing one is growing to be one of the prominent companies in Australia in Mining sector.

Market Overview of the Company

As mentioned earlier the business of OZ Minerals is growing one and therefore is expected to be one of the prominent companies in Australia. As per the financial report of the company, the company has had a great year in 2017 as the cash balance of the business has increased to $ 729 million. The situation which is surrounding the company is favorable for the growth strategies which the company has been following (Ozminerals.com. 2018). The company has been following the strategy of becoming a copper core company that can deliver superior value and generate more assets for the company. the company wants to make copper as the key product of the company and earn maximum revenues from such a product.

Regulating Authority

The business of OZ Minerals ltd is regulated by Australian Stock Exchange (ASX) where the business is listed and also by the relevant accounting standards which are in force in the country (Sinha et al. 2013). The standards are issued by AASB which are followed by the management of the company.

Business Strategies

The business strategies of the company are focused towards achieving growth for the business and pursue the vision of the business of making copper the main force drivers for earning revenues for the business. The business strategies of the company focus to make the company a key company in the Mining Industry.

Ratio Analysis

Statement Showing ratios

 

Particulars

2017

2016

 

 

Profit and Loss A/c ratios

 

 

 

 

 

 

 

 

 

Net Profit ratio

22.59%

13.10%

 

 

Return on Shareholder's Equity

9.18%

4.58%

 

 

Balance Sheet Ratio

 

 

 

 

 

 

 

 

 

Current ratio

5.057709

5.402174

 

 

Total Asset Turnover ratio

0.361993

0.312818

 

Common Sized Profit and Loss Statement

Statement Showing Income and Expenses

Particulars

 

2017

2016

Amount

Percentage

 

 

$- million

$- million

 

 

Revenue

 

 $ 1,023.10

 $     822.90

200.2000

0.2433

Net foreign exchange (losses)/gains

 

 $        -6.30

 $         2.70

-9

-3.3333

Other income

 

 $         5.00

 $         6.80

-1.8

-0.2647

Changes in inventories of ore and concentrate

 

 $     190.20

 $     227.80

-37.600

-0.165

Consumables and other direct costs

 

 $     332.30

 $     313.70

18.600

0.059

Employee benefit expenses

 

 $       56.20

 $       60.40

-4.200

-0.070

Exploration and evaluation expenses

 

 $       21.10

 $       29.30

-8.200

-0.280

Freight expenses

 

 $       63.60

 $       52.90

10.700

0.202

Royalties expense

 

 $       52.90

 $       42.20

10.700

0.254

Depreciation expense

 

 $     323.50

 $     361.50

-38.000

-0.105

Legal costs associated with Class Action

 

 $              -   

 $       37.90

-37.900

-1.000

Other expenses

 

 $       41.70

 $       35.10

6.600

0.188

Profit before net financing income and income tax

 

 $     320.70

 $     127.20

 $  193.50

1.52122642

Net financing income

 

 $         8.70

 $         9.00

 $     -0.30

-0.0333333

Profit before income tax

 

 $     329.40

 $     136.20

 $  193.20

1.4185022

Income tax (expense)/benefit

 

 $       98.30

 $       28.40

69.900

2.461

Profit for the year

 

 $     231.10

 $     107.80

123.300

1.144

Common Sized Balance Sheet 

Balance Sheet

 

 

2017

2016

Amount

Percentage

Assets

 

$- million

$- million

 

 

Current assets

Cash and cash equivalents

 

729.4

655.7

73.700

11%

Trade receivables

 

121.9

69.4

52.500

76%

Lease receivable

 

19.6

0

19.600

 

Other receivables

 

10.8

7.8

3.000

38%

Inventories

 

262.5

197.1

65.400

33%

Prepayments

 

3.9

4.9

-1.000

-20%

Assets held for sale

 

0

9.4

-9.400

-100%

Total current assets

 

1148.1

944.3

203.800

22%

Non-current assets

Inventories

 

484.4

360

124.4

0.3456

Investments in equity securities

 

18

18.2

-0.2

-0.0110

Derivative financial instruments

 

0

5.1

-5.100

-100%

Exploration assets - Carrapateena

 

0

284.9

-284.900

-100%

Lease receivable

 

0

27.5

-27.500

-100%

Property, plant and equipment

 

1175.8

990.6

185.200

19%

Total non-current assets

 

1678.2

1686.3

-8.100

0%

Total assets

 

2826.3

2630.6

195.700

7%

LIABILITIES

 

 

 

 

 

Current liabilities

Trade payables and accruals

 

94.1

74.4

19.700

26%

Other payables

 

3.5

3

0.500

17%

Current tax provision

 

101.1

69

32.100

47%

Employee benefits

 

10

9

1.000

11%

Provisions

 

6.7

8.3

-1.600

-19%

Derivative financial instruments

 

11.6

11.1

0.500

5%

Total current liabilities

 

227

174.8

52.200

30%

Non-current liabilities

Deferred tax liabilities

 

47.4

63.5

-16.100

-25%

Employee benefits

 

1.8

2

-0.200

-10%

Provisions

 

29.1

36

-6.900

-19%

Derivative financial instruments

 

4.7

0

4.700

0%

Total non-current liabilities

 

83

101.5

-18.500

-18%

Total liabilities

 

310

276.3

33.700

12%

EQUITY

Issued capital

 

2029

2029

0

0%

Cash flow hedge reserve

 

-3.6

3.6

-7.2

-200%

Retained profits

 

492.3

323.8

168.5

52%

Treasury shares

 

-1.4

-2.1

0.7

-33%

Total equity

 

2516.3

2354.3

162

7%

Total Equity and Liabilities

 

2826.3

2630.6

195.7

7%

Audit Risks

The audit risks which can be identified after analyzing the ratios of the company and also the financial statements of the company are given below:

  • The current ratio of the company has reduced from the previous year which is not favorable as it signifies that the company might be facing some liquidity crisis and might not be able to finance its operating activities as effectively as the company would like. The current also signifies that the auditor must concentrate on such an area as the management might manipulate such area to make it look favorable for the business(Latif et al. 2014).
  • The assets such as property, plant and equipment has increased significantly from the previous year’s estimate which needs to be investigate the area as the management might have misrepresented the financial statement to make it look favorable. Such audit risks may arise which the auditor needs to take care.
Measures

The measures which can be suggested to minimize the audit risk of the company are given below:

  • The company needs formulate a plan which can help the management to restore the current assets of the company and thereby improve the current ratio and liquidity position of the business.
  • The auditor needs to verify the value of the assets in order to ensure that the assets are not overvalued in any way. The auditor can refer the help of an expert for the purpose of valuation of the asset and ensuring the same is recorded accurately in financial statements.
Reference

Achterstraat, P., 2013. The Corporate Governance Lighthouse-an integrated governance framework for public sector organisations. Keeping good companies, 65(8), p.452.

Beekes, W., Brown, P. and Zhang, Q., 2015. Corporate governance and the informativeness of disclosures in Australia: A re?examination. Accounting & Finance, 55(4), pp.931-963.

Drumwright, M., Prentice, R. and Biasucci, C., 2015. Behavioral ethics and teaching ethical decision making. Decision Sciences Journal of Innovative Education, 13(3), pp.431-458.

Fung, B., 2014. The demand and need for transparency and disclosure in corporate governance. Universal Journal of Management, 2(2), pp.72-80.

Gao, X. and Jia, Y., 2016. Internal control over financial reporting and the safeguarding of corporate resources: Evidence from the value of cash holdings. Contemporary Accounting Research, 33(2), pp.783-814.

Kearney, W.D. and Kruger, H.A., 2013. A framework for good corporate governance and organisational learning–an empirical study. International Journal of Cyber-Security and Digital Forensics (IJCSDF), 2(1), pp.36-47.

Latif, R., Abbas, H., Assar, S. and Ali, Q., 2014. Cloud computing risk assessment: a systematic literature review. In Future information technology (pp. 285-295). Springer, Berlin, Heidelberg.

Lauwo, S. and Otusanya, O.J., 2014, June. Corporate accountability and human rights disclosures: A case study of Barrick Gold Mine in Tanzania. In Accounting forum (Vol. 38, No. 2, pp. 91-108). Elsevier.

Ozminerals.com. (2018). OZ Minerals | A modern mining company. [online] Available at: https://www.ozminerals.com/ [Accessed 4 May 2018].

Reason, J., 2016. Managing the risks of organizational accidents. Routledge.

Rothaermel, F.T., 2015. Strategic management. McGraw-Hill Education.

Sinha, A., Malo, P., Frantsev, A. and Deb, K., 2013, June. Multi-objective stackelberg game between a regulating authority and a mining company: A case study in environmental economics. In Evolutionary Computation (CEC), 2013 IEEE Congress on (pp. 478-485). IEEE.

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