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2012 Sustainability selection - SBM Offshore

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3.6.3 Internal Control and Risk Management<br />

The Dutch Corporate Governance Code, under section II.1.4, requires that the Management Board examines<br />

strategic, operational, legal and regulatory, and financial reporting risks. The Management Board confirms that it<br />

is responsible for the Group’s risk management and internal control systems and has performed reviews of their<br />

operational effectiveness for the year ended 31 December <strong>2012</strong>. The outcome of these reviews and analysis as<br />

well as planned improvements for 2013, has been shared with the Audit Committee and the Supervisory Board<br />

and has been discussed with the Group’s external auditors.<br />

The Group’s structure with respect to Internal Assurance and the interactions between the key players is<br />

summarised in the “three lines of defence” model presented below.<br />

The Group tested compliance with its key controls in the fields of proposals, financial reporting, information<br />

systems, HSSE, quality assurance, tax, technical assurance and legal due diligence with satisfactory overall<br />

results.<br />

In respect of financial reporting, the Management Board considers that:<br />

• Risk management systems and internal control measures provide reasonable assurance that financial reports do not<br />

contain any material inaccuracies.<br />

• There are no indications that risk management systems and internal control measures did not work properly in <strong>2012</strong>.<br />

The statements above do not imply that the Group can provide certainty concerning the realisation of business<br />

and financial strategic objectives or that its approach to internal control over financial reporting be expected to<br />

prevent or detect all misstatements, errors, fraud or violation of law or regulations. In respect of the major<br />

impairment charges incurred in 2011 and <strong>2012</strong>, financial reporting was based upon the best operational<br />

information available throughout the year and was promptly communicated. In respect of the investigation into<br />

potentially improper sales practices, investigations are ongoing and no conclusions or updates are available as of<br />

the date of this report.<br />

In view of the above, the Management Board believes that it is in compliance with the requirements of II.1.4 of the<br />

Dutch Corporate Governance Code taking into account the recommendations of the Corporate Governance<br />

Monitoring Committee and the recent best practice provisions of the Amended Code.

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