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

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ACTIVITY REPORT OF THE AUDIT AND<br />

CONTROL COMMITTEE DURING THE 2011<br />

FINANCIAL YEAR<br />

• Propose the budget <strong>for</strong> this service.<br />

• Review the annual work plan of the internal audit <strong>and</strong> the annual report of its activities.<br />

• Receive periodic in<strong>for</strong>mation regarding its activities, <strong>and</strong><br />

• Verify that the Senior Executives take into account the conclusions <strong>and</strong> the<br />

recommendations of the reports.<br />

f) Review the accounts of the company, monitor the compliance of the legal requirements <strong>and</strong><br />

the correct application of generally accepted accounting principles, as well as report the<br />

proposals raised to amend the accounting principles <strong>and</strong> criteria suggested by<br />

management.<br />

g) Be aware of the financial reporting process <strong>and</strong> the internal control systems. In this regard:<br />

• Monitor the development process <strong>and</strong> the integrity of the financial reporting relative to<br />

the Company <strong>and</strong> the Group, monitoring the compliance with the regulatory<br />

requirements, the appropriate delimitations of the scope of consolidation <strong>and</strong> the correct<br />

application of the generally accepted accounting principles, give an accounting thereof to<br />

the Board of Directors <strong>and</strong> reporting the proposed amendments to the accounting<br />

principles <strong>and</strong> criteria suggested by management. The Committee shall verify that the<br />

quarterly <strong>and</strong> semi-annual financial statements are prepared using the same accounting<br />

principles as the yearly financial statements.<br />

• Periodically review the internal control <strong>and</strong> risk management systems, ensuring that the<br />

following are identified, as a minimum:<br />

i) The various types of risks (operational, technological, financial, legal, reputational,<br />

etc.) to which the Company is exposed.<br />

ii) The determination of the level of risk that the Company considers acceptable.<br />

iii) The measures in place to mitigate the impact of the identified risks, should they<br />

materialise.<br />

iv) The in<strong>for</strong>mation <strong>and</strong> internal control systems which are to be used to control <strong>and</strong><br />

manage these risks, including the contingent liabilities <strong>and</strong> the off balance sheet<br />

risks.<br />

h) Review <strong>and</strong> report the issue prospectuses at the outset <strong>and</strong>, in general, the in<strong>for</strong>mation that<br />

the Board of Directors must provide to the markets <strong>and</strong> their supervisory bodies.<br />

i) Report to the Board of Directors, prior to the adoption thereby, of the relevant decisions<br />

concerning the creation or acquisition of holding companies or companies domiciled in tax<br />

havens, as well as any transactions or operations of a comparable nature which, because of<br />

its complexity, may impair the transparency of the Company.<br />

j) Establish <strong>and</strong> monitor the per<strong>for</strong>mance of a procedure which will allow employees to report<br />

to the Committee the potential irregularities, specifically the financial <strong>and</strong> accounting<br />

irregularities, <strong>and</strong> in a confidential manner, <strong>and</strong> if necessary, anonymously, that they may<br />

have detected in the operation of the Company.<br />

3 of 10<br />

23 March 2011

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