Corporate Governance
(CON TINUE D)
The planning system produces a rolling three year strategic
plan annually. The first year of the three year plan is a proposed
operating budget, phased monthly. These are approved
by the Board and forecast updates are carried out quarterly.
The financial projections include income statement, balance
sheet and cash flows.
The Board reviews the actual financial results versus budget
and forecast together with other management reports containing
non-financial information.
Schedules of financial authority limits detailing management
authority limits for commitments in respect of sales orders,
capital and operating expenditure are circulated to relevant
employees and updated at least annually.
The Board considers that there have been no weaknesses in
internal financial controls that have resulted in any material
losses, contingencies or uncertainties requiring disclosure in
the financial statements.
The Executive Chairman ensures that directors take independent
professional advice as required at the Group's expense in
appropriate circumstances and all members of the Board have
access to the advice of the Group Secretary.
Going Concern
The Company has produced monthly forecasts to the end of
2013 and based upon cash expected to be received through
existing contracts, new contracts to be closed and the ability
to control costs as a result of the Company's cost minimization
program, with existing cash on hand and cash received from a
share placings in 2010, the Directors believe that the Company
will have sufficient cash to meet its working capital needs
through the next twelve months. For this reason the Company
continues to adopt the going concern basis.
On 26 May 2011, the New York Supreme Court, Appellate
Division of New York County issued a ruling entering judgment
in favour of the Company and against Molecular and dismissing
Molecular's complaint in its entirety. Molecular may
choose to appeal the ruling with the Court of Appeals (New
York's highest court) in which case the Company will continue
to vigorously defend itself. As a result, the Company has not
recorded any liability. If Molecular Securities, Inc. were to
prevail in the litigation there could be a material adverse
effect upon the Group's working capital and the Company
might have insufficient funds to meet such a claim.
Internal Audit
The Group does not have an internal audit function. However,
the Audit Committee reviews annually the need for such a
function and has done so during the year. The current conclusion
of the Board is that it is not necessary given the modest
scale and lack of complexity of the Group's activities.
Shareholder Communicati on
It is the Group's policy to involve its shareholders in the affairs
of the Group and to give them the opportunity at the Annual
General Meeting to ask questions about the Group's activities.
This process enables the views of shareholders to be
communicated to the Board. In addition, any direct enquiries
are dealt with by the Group Secretary and communicated as
appropriate to the Board. Other than in exceptional circumstances,
all directors, including those newly appointed, attend
the Annual General Meeting of the Group, and make themselves
available for introductions and answering shareholders'
questions. Established procedures ensure the timely release
of price sensitive information and the publication of financial
results and regulatory financial statements. The Group also
maintains a website, www.tyratech.com, which incorporates
corporate, financial, product information and news.
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