annual report - Kendrion
annual report - Kendrion
annual report - Kendrion
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Control environment and<br />
financial <strong>report</strong>ing risk<br />
management in the year under<br />
review<br />
Control environment<br />
The Executive Board is responsible for the<br />
control environment including internal risk<br />
management and control systems, and for<br />
the optimum management of the strategic,<br />
operational, financial and <strong>report</strong>ing risks<br />
confronting <strong>Kendrion</strong>. The internal risk<br />
management and control systems extend to<br />
issues including policy-making, processes,<br />
duties, influencing conduct and other<br />
aspects of the organisation that jointly<br />
provide for the achievement of targets and<br />
the prevention or timely identification of<br />
potentially material errors, loss, fraud, or<br />
infringement of legislation and regulations.<br />
During the year under review the major<br />
elements and foundations of <strong>Kendrion</strong>’s<br />
internal risk management and control<br />
systems were as follows:<br />
Code of Conduct<br />
<strong>Kendrion</strong> has implemented a Code of<br />
Conduct in its organisation that applies to<br />
all <strong>Kendrion</strong> staff. The principles and best<br />
practices established in this Code reflect<br />
the main values that need to guide<br />
<strong>Kendrion</strong>’s staff in the performance of their<br />
duties, and the actions they need to take in<br />
a variety of circumstances and situations.<br />
The core themes include market position,<br />
authorities, corporate social responsibility,<br />
accountability in general, and the obligation<br />
for due care regarding safety and health,<br />
the environment, and social interests.<br />
<strong>Kendrion</strong> promotes compliance with the<br />
Code of Conduct by continually bringing the<br />
Code to the attention of (new) managers<br />
and staff.<br />
Whistleblower’s Charter<br />
The Whistleblower’s Charter offers the<br />
<strong>Kendrion</strong> employees an opportunity to<br />
<strong>report</strong> irregularities or suspicions of<br />
irregularities to the management without<br />
jeopardising their (legal) position. In 2011,<br />
no irregularities have been <strong>report</strong>ed.<br />
Regulations to prevent insider trading<br />
<strong>Kendrion</strong> has implemented regulations to<br />
prevent insider trading which are designed<br />
to make a contribution to the prevention of<br />
employee infringement of the prevailing<br />
insider trading and market abuse<br />
regulations. These regulations include a<br />
prohibition on dealing in <strong>Kendrion</strong>’s shares<br />
in the period prior to the publication of the<br />
quarterly, half-yearly and <strong>annual</strong> figures.<br />
More details about these regulations are<br />
disclosed on page 13.<br />
Rules and Regulations and Letters<br />
of Representation<br />
<strong>Kendrion</strong> employs Rules and Regulations<br />
and Letters of Representation. The Rules<br />
and Regulations constitute rules of<br />
behaviour governing all <strong>Kendrion</strong> Managing<br />
Directors. The Letters of Representation are<br />
submitted once a quarter, in a bottom-up<br />
procedure, to the Managing Directors of the<br />
operating companies and Controllers, and<br />
to the Business Unit Managers and their<br />
Controllers. Each officer is required to sign<br />
the letter to confirm to their managers that<br />
the information and financial information<br />
they have <strong>report</strong>ed is correct and complete.<br />
Group Reporting Manual including<br />
Standard Chart of Accounts<br />
<strong>Kendrion</strong> has implemented a Group<br />
Reporting Manual governing all operating<br />
companies to provide for correct financial<br />
<strong>report</strong>ing. The Manual is continually<br />
updated. To this end the company has<br />
implemented measures including the<br />
formation of the <strong>Kendrion</strong> Group Reporting<br />
Committee, with representatives from<br />
the operating companies. Reporting<br />
sets are standardised.<br />
The ERP HORIZON project includes the<br />
implementation of a global Standard<br />
Chart of Accounts, whereby all operating<br />
companies are required to make use of<br />
one detailed accounting structure. This<br />
Standard was developed during the course<br />
of 2011, and was immediately adopted for<br />
the first two IFS implementations in the<br />
fourth quarter of 2011 (see page 10).<br />
32<br />
<strong>annual</strong> <strong>report</strong> 2011