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AUDIT, COMPLIANCE & RISK MANAGEMENT COMMITTEE REPORT n) Coordinate the provision of information to regulatory organisations, ensuring such information is timely, appropriate and present an effective image of the company o) Ensure compliance with all corporate governance requirements and rules of appropriate regulatory authorities, particularly the SEC, NSE and CAMA p) Ensure development, review, dissemination and communication of all governance policies and processes required by the regulators Compliance appraisal The Compliance function is executed through periodic appraisals that consist of one or all of the following methods: • Scheduled visits to the operating plants • Liaison with regulators, agencies and other consultants • Follow-up correspondence by email and telephone • Constant engagement with the local compliance teams, the Subsidiary Management Board and other process owners During these appraisals, one-on-one meetings are held with the management of the subsidiary companies or the operating plants with a view to understanding their operational challenges and proffering solutions. Policy formulation: Policy formulation, review and implementation is an integral part of the Compliance function. As a manufacturing and production company, Dangote Cement is regulated by various laws and regulations. An important way to ensure compliance with these laws is through the formulation of policies that set guidelines on how the Company and its members are to act in any given situation. As at 27th February 2017, Dangote Cement has 18 Board and Governance policies. Additionally, we have several internal policies and charters that regulate all facets of the Company’s activities, ranging from production, sales, finance, human resources, communications, internal controls, corporate social responsibility functions etc. Details of the Board and Governance policies can be found on pages 80 to 82. 108 Annual Report 2016 Internal Audit The Internal Audit function is responsible for providing assurance to management, the Committee, and the Board on the adequacy and effectiveness of risk management, governance and internal control systems in the Company. The Board has documented the authority, scope, accountability and responsibility of the Internal Audit function in the Internal Audit Charter. The Charter provides guidance to the Internal Audit function and its provisions are adhered to strictly by both the Board Audit and Risk Management Committee and the Internal Audit function. The function operates independently of management and has full access to all functions, records, property and personnel in the Group. Dangote Cement’s Internal Audit function consists of the Group Internal Audit team, led by the Group Head of Internal Audit, and regional/country audit functions that operate in each of the Company’s principal areas of business throughout its operations across Africa. As seen in the organogram, the Group Internal Audit function is structured along two regions overseeing various countries as follows: I. Nigeria, comprising the three plants located at Obajana, Ibese and Gboko. II. Pan-Africa, comprising Cameroon, Congo, Ethiopia, Ghana, Senegal, Sierra Leone, South Africa, Tanzania and Zambia. The regional and country functions are centrally directed by the Group Internal Audit team. The country Internal Audit functions are jointly accountable to local senior management and regional heads of internal audit. They also have direct access and accountability to local audit committees and the Group Head of Internal Audit. The Internal Audit function’s approach to its activities is centred on the Company’s Enterprise Risk Management (ERM) Framework and a risk-based audit approach, both of which strengthen and complement how we

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