INTERNAL CONTROL PROCEDURES Clause Examples

INTERNAL CONTROL PROCEDURES. As a public entity, REIT is required to comply with the requirements of Section 404 of the Xxxxxxxx-Xxxxx Act of 2002, as may be amended from time to time (“Section 404”). Notwithstanding anything to the contrary contained in this Agreement (including, without limitation, Article III and Section 8.4 hereof), if the Business Manager shall determine that, to provide services to and for the benefit of the Business Manager and REIT, Service Provider must comply with the requirements of Section 404, then the Business Manager and Service Provider shall develop and implement an internal control plan or other processes and procedures (or amend and revise any existing internal control plan, processes and procedures) to comply with the requirements (collectively, the “Internal Control Plan”). Once developed and implemented, Service Provider shall use its reasonable best efforts to have its internal controls comply in all respects with the requirements of Section 404. The cost and expense of development and initial implementation of any Internal Control Plan shall be borne by all clients of Service Provider that require Service Provider to comply with Section 404. Upon determination that an Internal Control Plan must be developed and implemented, Service Provider, the Business Manager and all other clients of Service Provider requiring Service Provider to comply with Section 404 shall, in good faith, negotiate an equitable allocation of the costs and expenses of the development and implementation of the Internal Control Plan between and among the parties. The foregoing provisions regarding payment and allocation of the costs and expenses of development and implementation of any Internal Control Plan shall not apply to any Internal Control Plan developed and implemented, or in the process of being developed and implemented, on or prior to the date of this Agreement.

INTERNAL CONTROL PROCEDURES. In addition to the strict pricing terms set out in the paragraph “Pricing” above, to ensure that the terms of transactions with the Retailer are fair and reasonable and no less favourable to the Group than those available to/from independent third parties, the Group has the following internal control procedures in place under which:

INTERNAL CONTROL PROCEDURES. To secure the Shareholders’ interests, Shandong Finance has given certain undertakings under the New Financial Services Agreement and the Company has adopted certain internal control procedures, pursuant to which: 1. Shandong Finance shall ensure that it is in strict compliance with the requirements of the relevant PRC financial laws and regulations; 2. the monthly report or financial statements of Shandong Finance for each month will be provided to the Group; 3. the Company shall regularly review and obtain the relevant documents such as account books, financial statements and audit reports of Shandong Finance in order to assess the business of Shandong Finance and its financial risk and position; and 4. the Company shall be notified within two business days upon the occurrence of circumstances that may cause harm to the security of the Group’s deposits or on the occurrence of any other circumstances that may jeopardise the security of the Group’s deposits. In the event that the relevant risks cannot be eliminated, the Company shall take relevant actions to withdraw all deposits. The Board considers that the above undertakings given by Shandong Finance and internal control procedures adopted by the Company in respect of the transactions under the New Financial Services Agreement are appropriate and that they will give sufficient assurance to the Shareholders that the transactions under the New Financial Services Agreement will be appropriately monitored by the Company.

INTERNAL CONTROL PROCEDURES. In order to ensure that the terms under the 2024 IT Cooperation Framework Agreement and the 2024 Health Management Service Framework Agreement are fair and reasonable and no less favorable to the Company than terms available to or from independent third parties, and that the connected transactions of the Company are carried out under normal commercial terms, the Company has adopted the following internal control procedures: • the Company has adopted and implemented a management system on connected transactions. Under such system, the audit committee under the Board is responsible for the review on compliance with relevant laws, regulations, the Company’s policies and the Listing Rules in respect of the continuing connected transactions. In addition, the audit committee under the Board, the Board and various internal departments of the Company (including but not limited to the finance department and legal department) are jointly responsible for evaluating the terms under framework agreements for the continuing connected transactions, in particular, the fairness of the pricing policies and annual caps under each transaction; • the audit committee under the Board, the Board and various internal departments of the Company also regularly monitor the fulfillment status and the transaction updates under the framework agreements. In addition, the management of the Company also regularly reviews the pricing policies of the framework agreements; • the independent non-executive Directors and auditors of the Company will conduct annual review of the continuing connected transactions under the framework agreements and provide annual confirmation to ensure that, in accordance with the Listing Rules, the transactions are conducted in accordance with the terms of the agreements, on normal commercial terms and in accordance with the pricing policy; and • when considering the service fees provided to us by the above connected persons, the Company will continue to regularly research the prevailing market conditions and practices and make reference to the pricing and terms between the Company and independent third parties for similar transactions, to ensure that the pricing and terms offered by the above connected persons, either from bidding procedures or mutual commercial negotiations (as the case may be), are fair, reasonable and are no less favorable than those offered to independent third parties.

INTERNAL CONTROL PROCEDURES. The Company has adopted the following internal control measures to ensure that the Continuing Connected Transactions are in accordance with the pricing policies and the terms of the Industrial Waste Service Agreement and the Production Water Supply Agreement, and in compliance with the Listing Rules: (i) the finance department of the Company shall obtain and monitor all the quotations and/or pricing records as reference price of the Industrial Waste Service Agreement and the Production Water Supply Agreement to ensure that the prices of industrial waste collection, transport, storage and disposal services offered by Beihai Solid Waste to the Group are not higher than the prices offered by other independent third parties in the PRC to the Group for providing the same or comparable types of services, and to ensure that the prices of production water supplied by Xxxxxxx Xxxxxxxx Group to Shandong Hongqiao are not higher than the prices at which such water is supplied by other independent third parties in Zouping City and Weiqiao Town to the Group; (ii) the finance department of the Company shall monitor and ensure that the Continuing Connected Transactions are conducted in accordance with the terms of the relevant agreements and the annual caps for the Continuing Connected Transactions are not exceeded; (iii) the Board will continue to periodically review the Company’s internal control systems and their effectiveness; and (iv) the independent non-executive Directors shall, and the Company shall engage its external auditors to, conduct annual review of the Continuing Connected Transactions and the annual caps for the Continuing Connected Transactions in accordance with the requirements of the Listing Rules.

INTERNAL CONTROL PROCEDURES. Process for Approval and Monitoring of Individual Transactions.

INTERNAL CONTROL PROCEDURES. The Company has adopted the following internal control measures to ensure that the Continuing Connected Transactions are in accordance with the pricing policies and the terms of the Bauxite Supply Framework Agreement, the Office Unit Lease Agreement, the Crew Boat Lease Agreement, the Vessel Lease Agreement and the Crane Barge Lease Agreement, and in compliance with the Listing Rules: (i) the finance department of the Company shall obtain and monitor all the quotations and/or pricing records as reference prices of the Continuing Connected Transactions to ensure that the price of bauxite offered by Cita Mineral Investindo to the Group are not higher than the prices offered by other independent third parties in Indonesia to the Group for supplying the same or comparable types of bauxite, and to ensure that the rentals of the Office Unit, the Crew Boat, the Vessels and the Crane Barge, offered by Xxxxxx Xxxxxxxx, Xxxxx Xxxxxxxxxx Line, Antar Sarana Rekasa and Lima Srikandi Jaya, respectively, to the Group are not higher than the rentals of similar properties, crew boats, vessels and crane barges offered by other independent third parties in Indonesia to the Group, respectively; (ii) the finance department of the Company shall monitor and ensure that the Continuing Connected Transactions are conducted in accordance with the terms of the Bauxite Supply Framework Agreement, the Office Unit Lease Agreement, the Crew Boat Lease Agreement, the Vessel Lease Agreement and the Crane Barge Lease Agreement and the annual caps for the Continuing Connected Transactions are not exceeded; (iii) the Board will continue to periodically review the Company’s internal control systems and their effectiveness; and (iv) the independent non-executive Directors shall, and the Company shall engage its external auditors to, conduct annual review of the Continuing Connected Transactions and the annual caps for the Continuing Connected Transactions in accordance with the requirements of the Listing Rules.

INTERNAL CONTROL PROCEDURES. To secure the shareholders’ interests, GDH Finance has given certain undertakings under the Financial Services Agreement and the Company has adopted certain internal control procedures, pursuant to which the finance department of the Company conducts monthly tracking, monitoring and verification of the progress of the Company's transactions. The audit committee of the Board continues to conduct a rigorous review of continuing connected transactions to ensure the completeness and effectiveness of the internal control measures relating to continuing connected transactions. The Board considers that the above internal control procedures adopted by the Company in respect of the transactions under the Financial Services Agreement are appropriate and that they will give sufficient assurance to the shareholders that the transactions under the Financial Services Agreement will be appropriately monitored by the Company.

INTERNAL CONTROL PROCEDURES. The Company has extended existing internal controls applicable to the use of certain spreadsheets to spreadsheets used in the preparation of pro forma financial information for acquired companies and portfolios in order to address the material weakness identified by the Company and described in the Prospectus and such internal controls were in existence for certain spreadsheets and determined to be effective with respect to the use of such spreadsheets upon the completion of the Company’s most recent annual audit.