AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

ACTIVITY REPORT OF THE AUDIT AND
CONTROL COMMITTEE DURING THE 2011
FINANCIAL YEAR
2. Regulation
Powers of the Audit and Control Committee.
In accordance with Article 25.2 of the Regulations governing the Board of Directors, the Audit
and Control Committee shall have the following powers and shall be governed by the rules of
operation which are listed below:
a) Report to the General Meeting of Shareholders regarding the issues raised by the
shareholders in the Meeting regarding their powers, and consider the suggestions regarding
this matter raised by the shareholders, the Board of Directors and the executives of the
Company.
b) Propose the appointment of the auditor, the contract conditions, the scope of their
professional services and, where appropriate, the revocation or the nonrenewal of the
appointment;
c) Relationships with the external auditors, evaluate the results of each audit and the
management team's response to its recommendations and mediate in cases of
discrepancies between the former and the latter regarding the applicable principles and
criteria in the preparation of the financial statements, as well as to receive information on
any issues that may put at risk the independence of the auditors and any others related to
the development process of the accounts audit, and other communications provided for in
the accounts auditing legislation and in the technical standards of the audit.
In any case, the Audit and Control Committee should annually receive from the Accounts
Auditor the written confirmation of his independence from the entity or entities linked to it,
directly or indirectly, as well as the information of any kind of additional services rendered to
these entities by the aforementioned Auditor, or by persons or entities linked to it in
accordance with the provisions set out in Law 19 / 1988 of 12 July regarding Accounts
Auditing.
The Audit and Control Committee shall issue, prior to the issuance of the accounts audit
report, a report which shall express an opinion regarding the independence of the Accounts
Auditor. This Report will have to rule, in any event, on the additional services rendered
which are referred to in the preceding paragraph
d) Monitor the fulfilment of the audit contract, ensuring that the opinion regarding the accounts
and the main contents of the audit Report are drafted in a clear and precise manner.
e) Supervision of the internal audit services of the Company, and in particular the following;
• Ensure the independence and effectiveness of the internal audit operation;
• Propose the selection, appointment, re-election and the cessation of the head of the
internal audit service.
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23 March 2011