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Proposal to provide Risk based internal audit
          and compliance services




               Riskpro, India


                      1
Make Decisions……


Take Risks…….......


   Experience Success!




  Your partner in
 Risk Management /
 compliance / audit
                         2
Contents

Background                                                    4
Your requirements                                             5
Our commitment                                                6
About Riskpro India                                           7
Our differentiating factors                                   9
Our key clients                                               10
Team experiences                                              11
Quality assured                                               12
Clear and continuous communication                            13
Our fees                                                      14
Detailed CV‟s of senior team members, Partners and advisors   15
Contact details                                               20
Annexure I - Our audit methodology                            21
Annexure II - Legal compliance                                30

                                     3
Background - Who is Riskpro… Why us?


                 ABOUT US                                                    MISSION
   Riskpro is an organisation of member firms
    around India devoted to client service                   Provide integrated risk management
    excellence. Member firms offer wide range                 consulting services to mid-large sized
    of services in the field of risk management.              corporate /financial institutions in India
   Currently it has offices in three major cities           Be the preferred service provider for
    Mumbai, Delhi and Bangalore and alliances                 complete Governance, Risk and Compliance
    in other cities.                                          (GRC) solutions.
   Managed by experienced professionals with
    experiences spanning various industries.




         VALUE PROPOSITION                                            DIFFERENTIATORS
   You get quality advisory, normally delivered
    by large consulting firms, at fee levels                  Risk Management is our main focus
    charged by independent & small firms
                                                              Over 200 years of cumulative experience
   High quality deliverables
                                                              Hybrid Delivery model
   Multi-skilled & multi-disciplined organisation.
                                                              Ability to take on large and complex projects
   Timely completion of any task                              due to delivery capabilities
   Affordable alternative to large firms                     We Hold hands, not shake hands.

                                                      4
Your requirements

  ● You require a firm with not only demonstrable skills and experience in
    your sector, but also the ability to deliver seamless compliance and
    business support services that match your development plans;

  ● You also wish to work with a firm that is personable and easy to deal
    with. While we operate in an environment that demands honed
    technical ability and a degree of formality, arising from the
    professional standards we observe, we regard ourselves as a flexible
    and responsive team that has client relationships at its heart; and

  ● You, also wish to ensure that your auditors, consultants and advisers
    are appropriate for tomorrow's environment.




                                      5
Our commitment

  We commit to you that we will:

   ● dedicate our best resources to ensure that your needs are met;

   ● provide an effective, efficient and smart consulting services;

   ● adhere to timeliness and reporting deadlines;

   ● provide constructive suggestions on improving processes and
     controls;

   ● work closely with your management in a co-operative environment;
     and

   ● keep you regularly updated on significant changes in regulatory,
     accounting and other compliance sectors.



                                       6
About Riskpro India
Riskpro is India‟s first national practice dedicated to risk management services and
training, corporate governance, and global regulatory compliances

Risk can be defined as a prospect of loss or reduced gain that can adversely affect the
achievement of an organisation‟s objectives

When greed overtakes need, it spells trouble. Manifested as „bankruptcy‟ in much of the
developed world and „corruption‟ closer to home, greed has clearly disrupted some major
industrialised economies and enhanced the risks of doing business

In today‟s world, risks are not few. The reason companies so often fail to systematically
manage their key risks is rooted in the way they define the risks they face. Risks are
manageable and the answer to untapped business opportunities that lie dormant waiting
for risk factors to turn favourable

Riskpro was founded in 2009 with offices in Mumbai, Delhi, and Bangalore and it has
already added eight member firms in Ahmedabad, Agra, Chennai, Gurgaon, Hyderabad,
Jaipur, Ludhiana, and Pune. All our offices and member firms are well equipped and
staffed with qualified professionals viz. CA, CWA, CS, CPA, CISA, CFA, and MBA

Riskpro‟s founders are qualified risk management specialists with extensive work
experience in Europe and USA in several industries and financial institutions

                                               7
About Riskpro India (cont…)
RISKPRO SERVICES
Our four major practice specialisations /service lines are:
• Risk: Enterprise Risk Management (services and training & recruitment)
• Governance: Corporate Governance and Transparency
• Compliance: Global and Indian Regulatory Compliances
• Training: in all of the above service lines

The Risk Practice deals with all classes of risks and processes viz. governance, strategic,
systemic /infrastructure, compliance, reporting, and financial reporting. Processes require
that key risks are properly identified, measured, monitored, controlled, and reported.
Processes may also require tools like risk based internal audit, information security testing,
and fraud investigations, to be employed

The Governance Practice deals with corporate oversight and risk governance issues within an
organization including business continuity planning, compliance with SEBI guidelines by
listed companies, regulations relating to independent directors, investor expectation and
protection, Clause-49 on corporate governance, etc

The Compliance Practice covers a wide range of regulatory and environmental compliances
including Sox, IFRS, Solvency II, Basel II /III, Corporate Laws & Direct Tax Code etc

The Training Practice comprises of a variety of structured and /or industry specific training
programs and modules designed and conducted by Riskpro experts and trainers at onsite
(client or other offices) and offsite (Riskpro Training Centre) training facilities
                                                  8
Our differentiating factors
 ● Adding value to the client and protecting their business is paramount and our
   logo symbolizes that bond of protection
 ● Unique combination of International, senior, hands on industry experience,
   across all areas of the requirement.
 ● Mature and deep domain expertise, along with current involvement in strategic
   business growth activity.
 ● Strengths in relation to Business Model and Objectives - Track Record of
   Ethical Practice
 ● Strengths in relation to Implementation Plan - Proven Success in taking
   businesses from Vision to Reality through tactical Implementation across all
   aspects of the plan
 ● Strengths in relation to Requirements- Track Record in geographical,
   Professional and Business areas.
 ● Value for money
 ● Building enduring relationships with all our clients as a trusted business
   partner                                   9
Riskpro Clients                                                                       Our Clients




Any trademarks or logos used throughout this presentation are the property of their
respective owners

                                                           10
Team Experiences                                                                       Our Experiences




            Our team members have worked at world class Companies
 Any trademarks or logos used throughout this presentation are the property of their
 respective owners
                                                         11
Quality assured
 We place great emphasis on quality control and quality management.
 Our quality process                                                     Direction and supervision
 Our Quality Process is designed to provide a quality                    The firm provides for appropriate direction and
 culture, to analyze the processes used to hire, train and               supervision at all levels, together with appropriate
 retain staff, to develop and deliver services to our clients
 and to administer our own business.                                     consultation procedures, to give reasonable assurance
                                                                         that the work performed meets the highest standards.
                                                                         We:
                 CONTINUOUS IMPROVEMENT                                    employ and retain only those persons with the
                                                                            intelligence, education, character and diligence
                                                                            necessary to assume professional responsibility;
                                  Human
    Leadership    Information    Resource
                                                        Measure Client
   and Quality    Analysis and   Processes   Service      Satisfaction     assign engagement responsibility to only those
     Culture        Planning     External    Delivery    and Business       persons sufficiently trained and supervised to

                                    `
                                  Service
                                 Processes
                                 Business
                                                            Results         discharge those responsibilities;
                                                                           not accept or continue a client relationship in
                                 Processes                                  circumstances incompatible with the firm’s
                                                                            integrity;
                                                                           adopt promptly policies necessary to realise the
 Skills and competence                                                      objective of professional standards and applicable
 Personnel in the firm adhere to the standards of                           regulatory requirements;
 independence, integrity, objectivity and confidentiality.                 maintain policies to ensure that the firm and its
 The firm is staffed by personnel who have attained, and                    professionals are free of conflicts of interest and
 who maintain, the skills and competence required to
                                                                            that professional excellence is achieved;
 enable them to fulfill their responsibilities. To assist in
 maintaining these skills the firm has procedures for:                     not tolerate any act that can damage the firm’s
      training of staff at all levels, through both formal                 credibility.
       courses and on-the-job experience;
      continuing professional education;
      assigning work to personnel who have the degree                   Confidentiality
       of technical training and proficiency required in the             We are well aware of the importance that you place on
       circumstances; and                                                confidentiality requirements and we have a proven
      evaluating the performance of staff and counseling                record of maintaining a strict code of confidentiality.
       staff as to their progress and career opportunities.              Our firm policy requires that affairs of clients be
                                                                         confidentially kept at all times.

                                                                          12
Clear and continuous communication

At Riskpro India, open and honest communication is a Core Value. Our experience
leaves us in no doubt that a successful relationship is based on trust and candid,
proactive communication.


Regular and open two-way communication is fundamental to all aspects of our service
to you. As an initial priority, we will agree with you an annual Communication Plan for
all our key meetings. This will help ensure there are formal and informal opportunities
for all key stakeholders to be kept informed of the issues that matter, and that there will
be “no surprises”.

                Meeting/stakeholders                                                    Key objectives
     Bi-annual meetings (or as requested) with the      Present annual audit plan
     Board / Audit Committee                            Report key findings
                                                        Updated assessments of key risks, including emerging risks
                                                        Discuss new regulatory and corporate governance requirements
     Quarterly meetings with the Chief Executive      Discuss strategy
     Officer                                          Discuss operational matters and performance
                                                      Raise and consider emerging issues
     Regular meetings with Head of Financial          Discuss operational matters and financial performance
     Control                                          Discuss implications of changes to the reporting and internal control framework
     Meetings with operational management             Discuss operational and business matters



                                                                           13
Our fees

Our aim is to build a long-term relationship with you. We believe that the essence of
building such a relationship is the quality of the service and expertise that we provide.
We also believe that the combination of our international expertise with local market
knowledge enables us to propose a fee that provides value to you.
Accordingly our fee will be structured as a fixed fee which would be payable in two
equal instalments, on commencement of the engagement and on submission of the
draft report.




 No          Particulars           Number of Man Days            Per Diem Rate - INR
 1 Staff Category
    Partner                                                                  8,000 - 30,000
    Manager                                                                   4,000 - 6,000
    Staff Accountant                                                            ~ Rs 2,000
 2 Expenses
     Travel and Conveyance                                                       Actual Cost
     Board and Lodging                                             ex Delhi, and ex Mumbai


                                               14
RESUMES – Our team                                                                     Credentials

                 Founder - Riskpro
                 CA, CPA, MBA-Finance (USA), FRM (GARP)
 Manoj Jain


                 Over 10 years international experience – 6 years in Bahrain and 4 years USA
                 15 years exp in risk consulting and internal audits
                 Sox Compliance project for Fannie Mae, USA ( $900+ Billion Mortgage Company)
                 Specialization in Operational Risk, Basel II, Sox and Control design
                 Led medium to large engagement teams



                 Co- Founder - Riskpro
                 CA (India), MBA (Netherlands), CIA (USA)
 Rahul Bhan




                 Over 15 years of extensive internal and external audit experience in India and
                  abroad.
                 Worked with KPMG United Arab Emirates, PKF South Africa, Ernst and Young
                  Kuwait, Deloitte Netherlands and KPMG India.
                 Worked with clients in a wide variety of industries and countries including trading,
                  retail and consumer goods, NGO, manufacturing and banking and finance. Major
                  clients include banks, investment companies, manufacturing organizations,
                  aviation etc.

                                                      15
RESUMES - Partners
                     Consultant – Corporate Governance
                     FCA, FCS, ACIS (UK), CFC (USA), PHD (Corporate Governance)
 Sanjiv Agarwal


                     25 yrs of professional experience as a Chartered Accountant with exposure in accounting,
                      auditing, corporate laws, service tax matters and banking/ financial services.
                     Large number of published articles on subjects such as Service Tax, Accountancy and
                      Auditing, Capital Market, Merchant Banking, Taxation, Corporate Governance and Corporate
                      laws. He has authored/ edited twenty five books.
                     He has been a SEBI nominated Director on the Boards of Jaipur Stock Exchange Ltd. and
                      JSEL Securities Ltd. He has also been an independent Director on the Board of Compucom
                      Software Limited for a period of 3 years and has also been an independent Director of State
                      Bank of Bikaner & Jaipur for 6 years since August 2004, where he held various positions
                      including that of audit committee chairman.

                     Corporate Consultant
 Rakesh Kochar




                     25 years of work experience both In India and Middle-East with some of the largest audit and
                      assurance, software and trading companies in the world.
                     Some of the companies where he created his reputation were, Senior Director (Global
                      Revenues), Oracle India; Bangalore, EFunds International, Ernst & Young, Dubai, U.A.E,
                      Jumbo Electronics Co. Ltd. (LLC), Dubai, U.A.E., Price Waterhouse Coopers.
                     Rakesh is an expert on Financial & Accounts outsourcing and operations of all aspects of
                      “shared centers” including HR processes and people strategy catering to global operations
                      across Order to Cash, Procure to Pay and Reporting and Analysis.




                                                             16
RESUMES - Partners
                  Corporate Consultant and chartered accountant (UK) – ex PwC Canada
                  Four decades of work experience in business accounting, auditing, consulting, and managing
                   business enterprises in the „new and old economy‟.
 Raj Sawhney



                  Relevant experience includes private equity (UK based Indian mid-cap fund), information
                   technology (hardware and software), infrastructure (highway, SEZ, township)
                  Leadership roles:
                       CMD – Fertilizer Corporation of India;
                       Group CEO – The Maharaja Organisation, Colombo, SL;
                       Executive Director (Finance) – CMC Ltd (now TCS);
                       Investment Director – private equity fund;
                       Director – Ernst & Young Consulting India




                                                         17
RESUMES - Partners
                      Specialist Risk Consultant – Business Continuity
 Andrew Hiles

                      Founder and 15-year Chairman of Survive, the first international user group for Business
                       Continuity professionals
                      Founding director and first Fellow of the Business Continuity Institute
                      Over 25 years international consulting expertise in Risk, Crisis, Emergency, Incident, and
                       Business Continuity and ICT Disaster Recovery Management
                      Multi-sector experience including Banking, Insurance, Finance, Oil, Gas, Energy,
                       Manufacturing, Retail, Hi-Tech & Telecom
                      Western Press Award for services to business, 1994; BCI/CIR nomination for
                       lifetime achievement in BC, 1999, London; inducted into BC Hall of Fame by CPM magazine,
                       2004, Washington DC.

                      Specialist Risk Consultant – Enterprise Risk Management
 Chris E. Mandel




                      Highly skilled risk and insurance professional with 25 years of experience designing,
                       developing and implementing large, global corporate risk management programs for Fortune
                       500 firms.
                      Principal Consultant and Founder - Excellence in Risk Management, LLC. (Texas, USA)
                      Past experiences include USAA, PepsiCo, American National Red Cross ,Verizon




                                                             18
RESUMES - Advisors                                                                         Credentials

                      Founder partner of Mehrotra and Mehrotra, a 48 year old CA firm in India
 Mr. MP Mehrorta

                      Bcom, FCA, LLB
                      Over 48 years of experience in audits, taxation, legal matters, loan syndication
                       etc.
                      Trustee of Cochin Port Trust, Member of Task Force for MOUs, Ministry of Heavy
                       Industries & Public Enterprises, Govt. of India, Ex- Member of Central Board of
                       Trustees, Employees‟ Provident Fund Organisation (EPFO), Ministry of Labour,
                       Govt. of India, New Delhi.
                      Ex - Director, Canara Bank

                       Director - Riskpro
 Rajesh Jhalani




                       B.Com, FCA
                       Senior Partner with 48 year old Delhi based Chartered Accountant firm, Mehrotra
                        and Mehrotra
                       Over 19 years of experience in the field of Audit, Taxation, Company law matters.
                       Major clients served are NTPC, BHEL, Bank of India, PNB, Airport Authority of
                        India etc.




                                                          19
Contacts


        MUMBAI                        DELHI                       Delhi
Manoj Jain, Director        Rahul Bhan, Director       Rajesh Jhalani, Director
B-44 Glaxo Building, Near   C-561, Defence Colony,     C-561, Defence Colony,
Mt. Mary’s Steps, Bandra    New Delhi-110 024          New Delhi-110 024
(W), Mumbai 400050
M- 98337 67114              M- 99680 05042             M- 98103 94611
E- manoj.jain@riskpro.in    E- rahul.bhan@riskpro.in   E- rajeshjhalani@gmail.com




                            Email : info@riskpro.in

                            Web: www.riskpro.in

                                   THANKS



                                            20
ANNEXURE I - Our Audit Methodology




                 21
Our audit methodology
Our audit methodology is risk-based and systematic which focuses on the organizational
objectives and any impediment to achieving those objectives. We recognise fully the need to
provide assurance on your business operations. Equally, we recognise the importance of
managing compliance issues, particularly in today‟s evolving regulatory environment.

                                                                       Understanding of Business

The key benefits of our audit approach are:

     ●Risk-based, & systematic approach;                                    Risk Assessment


     ●Focus on areas considered as potentially & most likely to
     lead to material errors in financial statements;
                                                                        Audit Strategy / Planning

     ●Our audit control procedures are based on project planning
     techniques, including the use of automated processes and
     document templates, and the agreement of objectives,                       Fieldwork
     timetables, responsibilities and careful resource planning;

     ●The focus of our reports are to generate constructive and
     value added advice; and                                            Dealing with critical issues


     ●Identifies performance improvement and cost reduction
     opportunities.
                                                                                Reporting




                                               22
Our audit methodology - Risk Based Internal Audit                                                                How we Do


                              Internal Auditing helps an organization
                              accomplish its objectives by bringing a                                           Enterprise Risk
                              systematic, disciplined approach to evaluate                                       Assessment
                              and improve the effectiveness of risk
                              management, control and governance
                              processes.                                                            Risk
   Need of Organizations




                              Source: The Institute of Internal Auditors 1999 (IIA)              Assessment


                                                                                  Process
                                                                                  Reviews


                                                                 Fraud                Benefits of Risk based Audit
                                                                Mitigation
                                                                                      • Traditional audit view value added
                                              Control                                 techniques
                                              Reviews                                 •Risk profile of Businesses
                                                                                      •Internal Controls & Ops Risk reviews
                           Transaction                                                •Cost reductions recommendations
                              Audit                                                   •Review of Fraud Risk Controls

                                                   Increasing Enterprise Risk Focus

                                                                             23
Our audit methodology (cont..)

UNDERSTANDING THE BUSINESS
Our top-down risk-based approach ensures that the audit focus is on the issues that
are of greatest importance to you and that we are in the most appropriate position to
respond to them. Our audit starts with a detailed understanding of your industry and
business.

Our approach is based on a top-down examination of the key drivers of your business.
The output is a balanced picture of how the company interacts with customers and
external industry forces. We consider the audit implications of this analysis and use it
to identify significant audit risks.


We use industry specific business models to gain information on:
    •   industry background including major players, regulatory changes and trends,
    •   risks and drivers,
    •   geographic issues,
    •   descriptions of business processes,
    •   benchmarks and best practice and
    •   audit risks.                          24
Our audit methodology (cont..)
RISK ASSESSMENT
In order to run your business, you develop processes to manage the factors that drive
performance and help control internal and external risks that could prevent you from meeting
your objectives. We focus on those processes where significant risks have been identified and
discuss with management its perception of how these risks are controlled. This phase of our
work enables us to obtain information on the processes supporting the achievement of the
company‟s goals.
AUDIT STRATEGY AND PLANNING
Based on the understanding of business and risk assessment we devise the audit strategy. We
then develop detailed audit programs to test the transactions, processes and balances.
AUDIT FIELD WORK
The audit test work flows from strategic planning and risk assessment. The key element is to
review and test the high level controls embedded in your processes, as significant weaknesses
in your key processes could cost, both in terms of financial impact and reputational damage. We
also carry out necessary substantive audit procedures.

DEALING WITH CRITICAL ISSUES AND REPORTING
We identify and discuss all critical issues with management. We then determine whether the
Company‟s financial statements and related disclosures meet our expectations.
We provide the audit report, management letter and any other deliverables and formally present
these to the Audit Committee / Board.
                                                 25
Our audit methodology (cont..)

 IT AUDIT PROCESSES AND METHODOLOGY
 We see IT as an enabler of the operational and financial processes and we
 incorporate IT audit professionals into our audit to facilitate the identification and
 testing of IT controls.
 We use our focused IT audit methodologies and tools as part of our core audit
 process to evaluate and test whether the Company‟s information systems are
 configured for data integrity, are secure and are effectively managing the business
 needs. We work with key business and IT management to identify aspects of IT
 that pose the highest risk to the Company. We then conduct a systematic, detailed
 review of those areas in which we:
     •   identify appropriate IT control objectives that map to key business
         processes;
     •   identify relevant IT policies and procedures and/or industry IT standards;
         and
     •   evaluate the design of controls and test whether they are in place and
         operating effectively.



                                              26
Our audit methodology (cont..)


 We use the following types of IT methodologies:
                                          IT AUDIT METHODOLOGIES


      Continuity management                                        Process Documentation
      System capacity and availability                             Control Risk Analysis
      Back up and recovery                                         Control Design & Implementation
      Data storage




   Network penetration testing                                   Project risk assessment
   Information security assessment                               Quality Assurance
   Enterprise security architecture and                          Project management methodology
    integration                                                   Programme management
   Ongoing monitoring                                             processes


                                                       27
Our audit methodology (cont..)

INTELLIGENT USE OF TECHNOLOGY
Technology is only one component of an integrated approach that combines
methodology, knowledge and technology into our tailored service to you.
We deliver our external audit services using a fully automated audit software. This
software is designed specifically to integrate knowledge management into the audit
process. Technology can never be a substitute for face-to-face communications and
we continue to rely on meetings with management to identify, resolve and
communicate issues.


                                   Know ledge




                       Technology               M ethodology




                                           28
Strategic questions with regard to the engagement
•   Have you had any personnel changes that have impacted your area?

•   Have you had any computer system/computer software changes and are any projected
    for your area?

•   Has your area experienced any losses in recent years? If so, please describe.

•   Do any third parties such as the external auditors or regulatory auditors review your
    area? If so, please provide the report.

•   Do you have any regulatory reporting requirements? Describe the frequency and
    sensitivity of the filing.

•   How much do you rely on manual processing in lieu of computer processing?

•   What areas have you experienced poor performance?

•   Has the volume of transactions processed in your area changed?

•   What type of impact could your unit have on the Association‟s reputation, if you did not
    meet your mission?

•   Do you have any Program performance issues that you want reviewed?
                                                29
ANNEXURE II - Legal Compliance




               30
Legal compliance

 Stage 1 – CAC
    Preparation of Compliance Audit Checklist (CAC) covering all relevant laws
     applicable to the target unit.
 Stage 2 - Visit to location
    Verification of relevant records and documents available.
    Compilation of draft report based upon findings and observations of the audit
     team
    Review meeting with the unit head / work directors to discussion on the
     finding of audit.
 Stage 3 – Report
  Submission of detailed Non Compliance (NC) report to the company (Board
     of Directors or Compliance Head)
    Follow up with the unit to verify action taken



                                           31
Legal compliance (Acts covered - HR)

Factories Act, 1948                             Shop & Establishment Act (state acts)

Payment of Wages Act, 1936                      Maternity Benefits Act, 1961

Minimum Wages Act, 1948                         Gratuity Act, 1972

Equal Remuneration Act, 1976                    ESI Act, 1948

Payment of Bonus Act, 1965                      Apprentices Act, 1961
Provident Fund & Misc Provisions Act,           Employment Exchanges (Compulsory
1952                                            Notification of Vacancies Act), 1959
Contract Labour (Regulation & Abolition) act,   Trade Unions Act, 1926
1970
                                                Private Security Agencies Regulation
Workmen Compensation Act, 1923
                                                Act, 2005
Prevention of Sexual Harassment
                                                Industrial Disputes Act, 1947
(Guidelines)
Labour Welfare Act (state acts)



                                                 32
Legal compliance (Acts covered - Engg.)


Electricity Act, 2003           Environment Protection Act, 1986

                                Water (Prevention and Control of
Petroleum Act, 1934
                                Pollution) Act, 1981
                                Air (Prevention and Control of
Explosives Act, 1884
                                Pollution) Act, 1981

Boilers Act, 1923               Water Cess Rules, 1977

                                Hazardous Waste Handling &
Legal Meteorology Act, 2011
                                Management Rules, 1989

Essential Commodity Act, 1945




                                 33
Legal compliance (Acts covered – Tax & Misc)


Micro, Small & Medium
                                       Central Excise Act, 1944
Enterprises Devel. Act, 2006

Central Sales Tax Act, 1956            State VAT Acts
Customs Act, 1962 (export and import
                                       Service Tax Act, 1955
documentation)
Income Tax Act (payment of Tax, TDS) Foreign Exchange Management Act
                                       Industries (Development &
Negotiable Instruments Act, 1881       Regulation)
                                       Act, 1951
Information Technology Act, 2000       Motor Vehicles Act, 1988

Competition Act, 2002




                                        34

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Proposal audit risk and compliance

  • 1. Proposal to provide Risk based internal audit and compliance services Riskpro, India 1
  • 2. Make Decisions…… Take Risks……....... Experience Success! Your partner in Risk Management / compliance / audit 2
  • 3. Contents Background 4 Your requirements 5 Our commitment 6 About Riskpro India 7 Our differentiating factors 9 Our key clients 10 Team experiences 11 Quality assured 12 Clear and continuous communication 13 Our fees 14 Detailed CV‟s of senior team members, Partners and advisors 15 Contact details 20 Annexure I - Our audit methodology 21 Annexure II - Legal compliance 30 3
  • 4. Background - Who is Riskpro… Why us? ABOUT US MISSION  Riskpro is an organisation of member firms around India devoted to client service  Provide integrated risk management excellence. Member firms offer wide range consulting services to mid-large sized of services in the field of risk management. corporate /financial institutions in India  Currently it has offices in three major cities  Be the preferred service provider for Mumbai, Delhi and Bangalore and alliances complete Governance, Risk and Compliance in other cities. (GRC) solutions.  Managed by experienced professionals with experiences spanning various industries. VALUE PROPOSITION DIFFERENTIATORS  You get quality advisory, normally delivered by large consulting firms, at fee levels  Risk Management is our main focus charged by independent & small firms  Over 200 years of cumulative experience  High quality deliverables  Hybrid Delivery model  Multi-skilled & multi-disciplined organisation.  Ability to take on large and complex projects  Timely completion of any task due to delivery capabilities  Affordable alternative to large firms  We Hold hands, not shake hands. 4
  • 5. Your requirements ● You require a firm with not only demonstrable skills and experience in your sector, but also the ability to deliver seamless compliance and business support services that match your development plans; ● You also wish to work with a firm that is personable and easy to deal with. While we operate in an environment that demands honed technical ability and a degree of formality, arising from the professional standards we observe, we regard ourselves as a flexible and responsive team that has client relationships at its heart; and ● You, also wish to ensure that your auditors, consultants and advisers are appropriate for tomorrow's environment. 5
  • 6. Our commitment We commit to you that we will: ● dedicate our best resources to ensure that your needs are met; ● provide an effective, efficient and smart consulting services; ● adhere to timeliness and reporting deadlines; ● provide constructive suggestions on improving processes and controls; ● work closely with your management in a co-operative environment; and ● keep you regularly updated on significant changes in regulatory, accounting and other compliance sectors. 6
  • 7. About Riskpro India Riskpro is India‟s first national practice dedicated to risk management services and training, corporate governance, and global regulatory compliances Risk can be defined as a prospect of loss or reduced gain that can adversely affect the achievement of an organisation‟s objectives When greed overtakes need, it spells trouble. Manifested as „bankruptcy‟ in much of the developed world and „corruption‟ closer to home, greed has clearly disrupted some major industrialised economies and enhanced the risks of doing business In today‟s world, risks are not few. The reason companies so often fail to systematically manage their key risks is rooted in the way they define the risks they face. Risks are manageable and the answer to untapped business opportunities that lie dormant waiting for risk factors to turn favourable Riskpro was founded in 2009 with offices in Mumbai, Delhi, and Bangalore and it has already added eight member firms in Ahmedabad, Agra, Chennai, Gurgaon, Hyderabad, Jaipur, Ludhiana, and Pune. All our offices and member firms are well equipped and staffed with qualified professionals viz. CA, CWA, CS, CPA, CISA, CFA, and MBA Riskpro‟s founders are qualified risk management specialists with extensive work experience in Europe and USA in several industries and financial institutions 7
  • 8. About Riskpro India (cont…) RISKPRO SERVICES Our four major practice specialisations /service lines are: • Risk: Enterprise Risk Management (services and training & recruitment) • Governance: Corporate Governance and Transparency • Compliance: Global and Indian Regulatory Compliances • Training: in all of the above service lines The Risk Practice deals with all classes of risks and processes viz. governance, strategic, systemic /infrastructure, compliance, reporting, and financial reporting. Processes require that key risks are properly identified, measured, monitored, controlled, and reported. Processes may also require tools like risk based internal audit, information security testing, and fraud investigations, to be employed The Governance Practice deals with corporate oversight and risk governance issues within an organization including business continuity planning, compliance with SEBI guidelines by listed companies, regulations relating to independent directors, investor expectation and protection, Clause-49 on corporate governance, etc The Compliance Practice covers a wide range of regulatory and environmental compliances including Sox, IFRS, Solvency II, Basel II /III, Corporate Laws & Direct Tax Code etc The Training Practice comprises of a variety of structured and /or industry specific training programs and modules designed and conducted by Riskpro experts and trainers at onsite (client or other offices) and offsite (Riskpro Training Centre) training facilities 8
  • 9. Our differentiating factors ● Adding value to the client and protecting their business is paramount and our logo symbolizes that bond of protection ● Unique combination of International, senior, hands on industry experience, across all areas of the requirement. ● Mature and deep domain expertise, along with current involvement in strategic business growth activity. ● Strengths in relation to Business Model and Objectives - Track Record of Ethical Practice ● Strengths in relation to Implementation Plan - Proven Success in taking businesses from Vision to Reality through tactical Implementation across all aspects of the plan ● Strengths in relation to Requirements- Track Record in geographical, Professional and Business areas. ● Value for money ● Building enduring relationships with all our clients as a trusted business partner 9
  • 10. Riskpro Clients Our Clients Any trademarks or logos used throughout this presentation are the property of their respective owners 10
  • 11. Team Experiences Our Experiences Our team members have worked at world class Companies Any trademarks or logos used throughout this presentation are the property of their respective owners 11
  • 12. Quality assured We place great emphasis on quality control and quality management. Our quality process Direction and supervision Our Quality Process is designed to provide a quality The firm provides for appropriate direction and culture, to analyze the processes used to hire, train and supervision at all levels, together with appropriate retain staff, to develop and deliver services to our clients and to administer our own business. consultation procedures, to give reasonable assurance that the work performed meets the highest standards. We: CONTINUOUS IMPROVEMENT  employ and retain only those persons with the intelligence, education, character and diligence necessary to assume professional responsibility; Human Leadership Information Resource Measure Client and Quality Analysis and Processes Service Satisfaction  assign engagement responsibility to only those Culture Planning External Delivery and Business persons sufficiently trained and supervised to ` Service Processes Business Results discharge those responsibilities;  not accept or continue a client relationship in Processes circumstances incompatible with the firm’s integrity;  adopt promptly policies necessary to realise the Skills and competence objective of professional standards and applicable Personnel in the firm adhere to the standards of regulatory requirements; independence, integrity, objectivity and confidentiality.  maintain policies to ensure that the firm and its The firm is staffed by personnel who have attained, and professionals are free of conflicts of interest and who maintain, the skills and competence required to that professional excellence is achieved; enable them to fulfill their responsibilities. To assist in maintaining these skills the firm has procedures for:  not tolerate any act that can damage the firm’s  training of staff at all levels, through both formal credibility. courses and on-the-job experience;  continuing professional education;  assigning work to personnel who have the degree Confidentiality of technical training and proficiency required in the We are well aware of the importance that you place on circumstances; and confidentiality requirements and we have a proven  evaluating the performance of staff and counseling record of maintaining a strict code of confidentiality. staff as to their progress and career opportunities. Our firm policy requires that affairs of clients be confidentially kept at all times. 12
  • 13. Clear and continuous communication At Riskpro India, open and honest communication is a Core Value. Our experience leaves us in no doubt that a successful relationship is based on trust and candid, proactive communication. Regular and open two-way communication is fundamental to all aspects of our service to you. As an initial priority, we will agree with you an annual Communication Plan for all our key meetings. This will help ensure there are formal and informal opportunities for all key stakeholders to be kept informed of the issues that matter, and that there will be “no surprises”. Meeting/stakeholders Key objectives Bi-annual meetings (or as requested) with the  Present annual audit plan Board / Audit Committee  Report key findings  Updated assessments of key risks, including emerging risks  Discuss new regulatory and corporate governance requirements Quarterly meetings with the Chief Executive  Discuss strategy Officer  Discuss operational matters and performance  Raise and consider emerging issues Regular meetings with Head of Financial  Discuss operational matters and financial performance Control  Discuss implications of changes to the reporting and internal control framework Meetings with operational management  Discuss operational and business matters 13
  • 14. Our fees Our aim is to build a long-term relationship with you. We believe that the essence of building such a relationship is the quality of the service and expertise that we provide. We also believe that the combination of our international expertise with local market knowledge enables us to propose a fee that provides value to you. Accordingly our fee will be structured as a fixed fee which would be payable in two equal instalments, on commencement of the engagement and on submission of the draft report. No Particulars Number of Man Days Per Diem Rate - INR 1 Staff Category Partner 8,000 - 30,000 Manager 4,000 - 6,000 Staff Accountant ~ Rs 2,000 2 Expenses Travel and Conveyance Actual Cost Board and Lodging ex Delhi, and ex Mumbai 14
  • 15. RESUMES – Our team Credentials  Founder - Riskpro  CA, CPA, MBA-Finance (USA), FRM (GARP) Manoj Jain  Over 10 years international experience – 6 years in Bahrain and 4 years USA  15 years exp in risk consulting and internal audits  Sox Compliance project for Fannie Mae, USA ( $900+ Billion Mortgage Company)  Specialization in Operational Risk, Basel II, Sox and Control design  Led medium to large engagement teams  Co- Founder - Riskpro  CA (India), MBA (Netherlands), CIA (USA) Rahul Bhan  Over 15 years of extensive internal and external audit experience in India and abroad.  Worked with KPMG United Arab Emirates, PKF South Africa, Ernst and Young Kuwait, Deloitte Netherlands and KPMG India.  Worked with clients in a wide variety of industries and countries including trading, retail and consumer goods, NGO, manufacturing and banking and finance. Major clients include banks, investment companies, manufacturing organizations, aviation etc. 15
  • 16. RESUMES - Partners  Consultant – Corporate Governance  FCA, FCS, ACIS (UK), CFC (USA), PHD (Corporate Governance) Sanjiv Agarwal  25 yrs of professional experience as a Chartered Accountant with exposure in accounting, auditing, corporate laws, service tax matters and banking/ financial services.  Large number of published articles on subjects such as Service Tax, Accountancy and Auditing, Capital Market, Merchant Banking, Taxation, Corporate Governance and Corporate laws. He has authored/ edited twenty five books.  He has been a SEBI nominated Director on the Boards of Jaipur Stock Exchange Ltd. and JSEL Securities Ltd. He has also been an independent Director on the Board of Compucom Software Limited for a period of 3 years and has also been an independent Director of State Bank of Bikaner & Jaipur for 6 years since August 2004, where he held various positions including that of audit committee chairman.  Corporate Consultant Rakesh Kochar  25 years of work experience both In India and Middle-East with some of the largest audit and assurance, software and trading companies in the world.  Some of the companies where he created his reputation were, Senior Director (Global Revenues), Oracle India; Bangalore, EFunds International, Ernst & Young, Dubai, U.A.E, Jumbo Electronics Co. Ltd. (LLC), Dubai, U.A.E., Price Waterhouse Coopers.  Rakesh is an expert on Financial & Accounts outsourcing and operations of all aspects of “shared centers” including HR processes and people strategy catering to global operations across Order to Cash, Procure to Pay and Reporting and Analysis. 16
  • 17. RESUMES - Partners  Corporate Consultant and chartered accountant (UK) – ex PwC Canada  Four decades of work experience in business accounting, auditing, consulting, and managing business enterprises in the „new and old economy‟. Raj Sawhney  Relevant experience includes private equity (UK based Indian mid-cap fund), information technology (hardware and software), infrastructure (highway, SEZ, township)  Leadership roles:  CMD – Fertilizer Corporation of India;  Group CEO – The Maharaja Organisation, Colombo, SL;  Executive Director (Finance) – CMC Ltd (now TCS);  Investment Director – private equity fund;  Director – Ernst & Young Consulting India 17
  • 18. RESUMES - Partners  Specialist Risk Consultant – Business Continuity Andrew Hiles  Founder and 15-year Chairman of Survive, the first international user group for Business Continuity professionals  Founding director and first Fellow of the Business Continuity Institute  Over 25 years international consulting expertise in Risk, Crisis, Emergency, Incident, and Business Continuity and ICT Disaster Recovery Management  Multi-sector experience including Banking, Insurance, Finance, Oil, Gas, Energy, Manufacturing, Retail, Hi-Tech & Telecom  Western Press Award for services to business, 1994; BCI/CIR nomination for lifetime achievement in BC, 1999, London; inducted into BC Hall of Fame by CPM magazine, 2004, Washington DC.  Specialist Risk Consultant – Enterprise Risk Management Chris E. Mandel  Highly skilled risk and insurance professional with 25 years of experience designing, developing and implementing large, global corporate risk management programs for Fortune 500 firms.  Principal Consultant and Founder - Excellence in Risk Management, LLC. (Texas, USA)  Past experiences include USAA, PepsiCo, American National Red Cross ,Verizon 18
  • 19. RESUMES - Advisors Credentials  Founder partner of Mehrotra and Mehrotra, a 48 year old CA firm in India Mr. MP Mehrorta  Bcom, FCA, LLB  Over 48 years of experience in audits, taxation, legal matters, loan syndication etc.  Trustee of Cochin Port Trust, Member of Task Force for MOUs, Ministry of Heavy Industries & Public Enterprises, Govt. of India, Ex- Member of Central Board of Trustees, Employees‟ Provident Fund Organisation (EPFO), Ministry of Labour, Govt. of India, New Delhi.  Ex - Director, Canara Bank  Director - Riskpro Rajesh Jhalani  B.Com, FCA  Senior Partner with 48 year old Delhi based Chartered Accountant firm, Mehrotra and Mehrotra  Over 19 years of experience in the field of Audit, Taxation, Company law matters.  Major clients served are NTPC, BHEL, Bank of India, PNB, Airport Authority of India etc. 19
  • 20. Contacts MUMBAI DELHI Delhi Manoj Jain, Director Rahul Bhan, Director Rajesh Jhalani, Director B-44 Glaxo Building, Near C-561, Defence Colony, C-561, Defence Colony, Mt. Mary’s Steps, Bandra New Delhi-110 024 New Delhi-110 024 (W), Mumbai 400050 M- 98337 67114 M- 99680 05042 M- 98103 94611 E- manoj.jain@riskpro.in E- rahul.bhan@riskpro.in E- rajeshjhalani@gmail.com Email : info@riskpro.in Web: www.riskpro.in THANKS 20
  • 21. ANNEXURE I - Our Audit Methodology 21
  • 22. Our audit methodology Our audit methodology is risk-based and systematic which focuses on the organizational objectives and any impediment to achieving those objectives. We recognise fully the need to provide assurance on your business operations. Equally, we recognise the importance of managing compliance issues, particularly in today‟s evolving regulatory environment. Understanding of Business The key benefits of our audit approach are: ●Risk-based, & systematic approach; Risk Assessment ●Focus on areas considered as potentially & most likely to lead to material errors in financial statements; Audit Strategy / Planning ●Our audit control procedures are based on project planning techniques, including the use of automated processes and document templates, and the agreement of objectives, Fieldwork timetables, responsibilities and careful resource planning; ●The focus of our reports are to generate constructive and value added advice; and Dealing with critical issues ●Identifies performance improvement and cost reduction opportunities. Reporting 22
  • 23. Our audit methodology - Risk Based Internal Audit How we Do Internal Auditing helps an organization accomplish its objectives by bringing a Enterprise Risk systematic, disciplined approach to evaluate Assessment and improve the effectiveness of risk management, control and governance processes. Risk Need of Organizations Source: The Institute of Internal Auditors 1999 (IIA) Assessment Process Reviews Fraud Benefits of Risk based Audit Mitigation • Traditional audit view value added Control techniques Reviews •Risk profile of Businesses •Internal Controls & Ops Risk reviews Transaction •Cost reductions recommendations Audit •Review of Fraud Risk Controls Increasing Enterprise Risk Focus 23
  • 24. Our audit methodology (cont..) UNDERSTANDING THE BUSINESS Our top-down risk-based approach ensures that the audit focus is on the issues that are of greatest importance to you and that we are in the most appropriate position to respond to them. Our audit starts with a detailed understanding of your industry and business. Our approach is based on a top-down examination of the key drivers of your business. The output is a balanced picture of how the company interacts with customers and external industry forces. We consider the audit implications of this analysis and use it to identify significant audit risks. We use industry specific business models to gain information on: • industry background including major players, regulatory changes and trends, • risks and drivers, • geographic issues, • descriptions of business processes, • benchmarks and best practice and • audit risks. 24
  • 25. Our audit methodology (cont..) RISK ASSESSMENT In order to run your business, you develop processes to manage the factors that drive performance and help control internal and external risks that could prevent you from meeting your objectives. We focus on those processes where significant risks have been identified and discuss with management its perception of how these risks are controlled. This phase of our work enables us to obtain information on the processes supporting the achievement of the company‟s goals. AUDIT STRATEGY AND PLANNING Based on the understanding of business and risk assessment we devise the audit strategy. We then develop detailed audit programs to test the transactions, processes and balances. AUDIT FIELD WORK The audit test work flows from strategic planning and risk assessment. The key element is to review and test the high level controls embedded in your processes, as significant weaknesses in your key processes could cost, both in terms of financial impact and reputational damage. We also carry out necessary substantive audit procedures. DEALING WITH CRITICAL ISSUES AND REPORTING We identify and discuss all critical issues with management. We then determine whether the Company‟s financial statements and related disclosures meet our expectations. We provide the audit report, management letter and any other deliverables and formally present these to the Audit Committee / Board. 25
  • 26. Our audit methodology (cont..) IT AUDIT PROCESSES AND METHODOLOGY We see IT as an enabler of the operational and financial processes and we incorporate IT audit professionals into our audit to facilitate the identification and testing of IT controls. We use our focused IT audit methodologies and tools as part of our core audit process to evaluate and test whether the Company‟s information systems are configured for data integrity, are secure and are effectively managing the business needs. We work with key business and IT management to identify aspects of IT that pose the highest risk to the Company. We then conduct a systematic, detailed review of those areas in which we: • identify appropriate IT control objectives that map to key business processes; • identify relevant IT policies and procedures and/or industry IT standards; and • evaluate the design of controls and test whether they are in place and operating effectively. 26
  • 27. Our audit methodology (cont..) We use the following types of IT methodologies: IT AUDIT METHODOLOGIES  Continuity management  Process Documentation  System capacity and availability  Control Risk Analysis  Back up and recovery  Control Design & Implementation  Data storage  Network penetration testing  Project risk assessment  Information security assessment  Quality Assurance  Enterprise security architecture and  Project management methodology integration  Programme management  Ongoing monitoring processes 27
  • 28. Our audit methodology (cont..) INTELLIGENT USE OF TECHNOLOGY Technology is only one component of an integrated approach that combines methodology, knowledge and technology into our tailored service to you. We deliver our external audit services using a fully automated audit software. This software is designed specifically to integrate knowledge management into the audit process. Technology can never be a substitute for face-to-face communications and we continue to rely on meetings with management to identify, resolve and communicate issues. Know ledge Technology M ethodology 28
  • 29. Strategic questions with regard to the engagement • Have you had any personnel changes that have impacted your area? • Have you had any computer system/computer software changes and are any projected for your area? • Has your area experienced any losses in recent years? If so, please describe. • Do any third parties such as the external auditors or regulatory auditors review your area? If so, please provide the report. • Do you have any regulatory reporting requirements? Describe the frequency and sensitivity of the filing. • How much do you rely on manual processing in lieu of computer processing? • What areas have you experienced poor performance? • Has the volume of transactions processed in your area changed? • What type of impact could your unit have on the Association‟s reputation, if you did not meet your mission? • Do you have any Program performance issues that you want reviewed? 29
  • 30. ANNEXURE II - Legal Compliance 30
  • 31. Legal compliance Stage 1 – CAC  Preparation of Compliance Audit Checklist (CAC) covering all relevant laws applicable to the target unit. Stage 2 - Visit to location  Verification of relevant records and documents available.  Compilation of draft report based upon findings and observations of the audit team  Review meeting with the unit head / work directors to discussion on the finding of audit. Stage 3 – Report  Submission of detailed Non Compliance (NC) report to the company (Board of Directors or Compliance Head)  Follow up with the unit to verify action taken 31
  • 32. Legal compliance (Acts covered - HR) Factories Act, 1948 Shop & Establishment Act (state acts) Payment of Wages Act, 1936 Maternity Benefits Act, 1961 Minimum Wages Act, 1948 Gratuity Act, 1972 Equal Remuneration Act, 1976 ESI Act, 1948 Payment of Bonus Act, 1965 Apprentices Act, 1961 Provident Fund & Misc Provisions Act, Employment Exchanges (Compulsory 1952 Notification of Vacancies Act), 1959 Contract Labour (Regulation & Abolition) act, Trade Unions Act, 1926 1970 Private Security Agencies Regulation Workmen Compensation Act, 1923 Act, 2005 Prevention of Sexual Harassment Industrial Disputes Act, 1947 (Guidelines) Labour Welfare Act (state acts) 32
  • 33. Legal compliance (Acts covered - Engg.) Electricity Act, 2003 Environment Protection Act, 1986 Water (Prevention and Control of Petroleum Act, 1934 Pollution) Act, 1981 Air (Prevention and Control of Explosives Act, 1884 Pollution) Act, 1981 Boilers Act, 1923 Water Cess Rules, 1977 Hazardous Waste Handling & Legal Meteorology Act, 2011 Management Rules, 1989 Essential Commodity Act, 1945 33
  • 34. Legal compliance (Acts covered – Tax & Misc) Micro, Small & Medium Central Excise Act, 1944 Enterprises Devel. Act, 2006 Central Sales Tax Act, 1956 State VAT Acts Customs Act, 1962 (export and import Service Tax Act, 1955 documentation) Income Tax Act (payment of Tax, TDS) Foreign Exchange Management Act Industries (Development & Negotiable Instruments Act, 1881 Regulation) Act, 1951 Information Technology Act, 2000 Motor Vehicles Act, 1988 Competition Act, 2002 34