The Fiat Group in 1999 - Report on Operations - Fiat SpA

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❚ With regard to the Internal Control System, the Company
already has a Code of Ethics, which it published several
years ago. In May <strong>1999</strong>, it also adopted an Internal Control
Policy, which formally sets forth the <strong>Group</strong>’s <strong>in</strong>ternal
rules and regulations and provides a concrete frame of
reference <strong>in</strong> this area. Pursuant to a specific provision
of the abovementioned Policy, the Board of Directors
appo<strong>in</strong>ted the Supervisors of the Internal Control System,
who are responsible for monitor<strong>in</strong>g the system’s
functionality and effectiveness, and report to the Audit
Committee at least every six months. This Committee,
which was established by the Board of Directors to
perform a consult<strong>in</strong>g and developmental function, is
charged with:
– verify<strong>in</strong>g that the Company’s adm<strong>in</strong>istrative/account<strong>in</strong>g
system, organizational structure and Internal Control
System are adequate, plac<strong>in</strong>g special emphasis on
the Code of Ethics and on compliance with <strong>in</strong>ternal
regulations;
– review<strong>in</strong>g the reports and assessments regularly submitted
by the Supervisors, evaluat<strong>in</strong>g their performance and
encourag<strong>in</strong>g them to implement programs designed to
improve the Internal Control System; and
– report<strong>in</strong>g to the Board of Directors at least every six
months, concurrently with the approval of the Annual
<strong>Report</strong> and the Semiannual <strong>Report</strong>, on the work done
and the adequacy of the Internal Control System.
This Committee can be convened upon request by the
Chairman of the Board of Statutory Auditors or the
Supervisors.
❚ <strong>The</strong> Company uses a special <strong>in</strong>ternal organization to handle
relations with <strong>in</strong>stitutional and <strong>in</strong>dividual <strong>in</strong>vestors. In
particular, it organizes regular meet<strong>in</strong>gs with Italian and
foreign representatives of the f<strong>in</strong>ancial community.
<strong>The</strong> Board of Directors will make every effort to regularly
update the Company’s corporate governance model, keep<strong>in</strong>g
it <strong>in</strong> tune with the chang<strong>in</strong>g needs of the market.