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management is accountable to the board for implementing and monitoring the processes of risk management and integrating this into day-to-day

activities; they confirm these processes through the completion of the quarterly Bidcorp management representation letter submitted to the audit

and risk committee;

performs ongoing monitoring of the enterprise-wide risk assessment process to ensure risks and opportunities are adequately identified,

evaluated and managed at the appropriate level in each business, and that the individual and joint impact of risks identified on the group was

considered;

reviewed legal matters that could have a material impact on the group, as well as considering the adequacy and effectiveness of the group’s

procedures to ensure compliance with legal and regulatory responsibilities; and

considered reports provided by management, internal assurance providers and the independent auditors regarding compliance with legal and

regulatory requirements, and found Bidcorp’s processes to be sound and effective.

Combined assurance

The committee:

reviewed the plans and reports of the external and internal auditors and other assurance providers including management, and concluded that

these were adequate to address all significant financial risks facing the business.

Chief financial officer (CFO)

The committee:

considered the appropriateness of the experience and expertise of the CFO and concluded that this was appropriate;

considered the expertise, resources and experience of the finance function and concluded that these were appropriate; and

therefore is satisfied that the appropriate reporting procedures are in place and operating.

Consolidated and separate financial statements

The committee:

reviewed the consolidated and separate annual financial statements of Bidcorp for the year ended June 30 2017, and the committee is of the

view that, in all material respects, it complies with the relevant provisions of the Companies Act and IFRS and fairly presents the financial position

at that date and the results of its operations and cash flows for the year then ended.

Comments on key audit matters, addressed by KPMG in its external auditor’s report

In order to provide stakeholders with further insights into its activities and considerations around key audit matters as reported by the external

auditors, the committee wishes to elaborate on these important aspects.

The committee’s work is supported by four divisional audit and risk committees (divisional committees) which oversees the four reporting segments

of the UK, Europe, Emerging Markets and Australasia and report to the committee on a quarterly basis. The divisional committees are chaired by

Ms H Wiseman who also chairs the committee. Each country in which Bidcorp operates present at the quarterly divisional audit and risk committees,

which are also attended by the external auditors.

The ability of the divisional committees to question and challenge the key areas of judgement at this level of granularity has enabled the committee to

satisfy itself as to the recognition of revenue on the sale of goods (including the treatment of discounts and rebates), and the fair value assessment of

trade receivables.

The carrying value of goodwill and investments are assessed by the committee at group level. The committee challenged the level of provisions

made, and the methodologies and assumptions used to calculate the goodwill and investment impairment provisions held by the group. Sensitivity

analysis on the key inputs such as discount rates and working capital movements were performed and considered in determining the appropriate

level of impairment, in particular, Logistics UK. The committee was satisfied that the impairment provisions were appropriate.

Conclusion

Following the review by the committee for the year ended June 30 2017, the committee is of the view that, in all material respects, it has complied

with the relevant requirements.

Having achieved its objectives for the financial year, the committee recommended the consolidated and separate financial statements for the year

ended June 30 2017 for approval to the board.

Signed on behalf of the audit and risk committee by:

Helen Wiseman

Chairman

65

Annual integrated report 2017

Bid Corporation Limited