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Company | Group Management | Group Financial | Corporate Governance | Report of the | Boards/Mandates | Additional Information<br />

Report Statements Supervisory<br />

Board<br />

Th e ICS for the accounting process consists of the following<br />

areas: Th e Group’s internal rules for accounting and<br />

the preparation of fi nancial statements are made available<br />

without delay to all employees involved in the accounting<br />

process. Th e consolidated fi nancial statements are prepared<br />

in a reporting system that is uniform throughout the Group.<br />

Automatic system controls ensure the consistency of the data<br />

in the fi nancial statements. Systematized processes for coordinating<br />

intercompany business operations serve to prepare<br />

the corresponding consolidation steps. Circumstances that<br />

could lead to signifi cant misinformation in the consolidated<br />

fi nancial statements are monitored centrally by employees of<br />

Bertelsmann AG and by RTL Group then verifi ed by external<br />

experts as required. Central contact persons from Bertelsmann<br />

AG and the divisions are also in continuous contact with the<br />

local subsidiaries to ensure IFRS-compliant representation of<br />

matters that are material to the Group and compliance with<br />

reporting deadlines and obligations. Th ese preventive measures<br />

are rounded off by controls in the form of analyses by<br />

Bertelsmann AG’s Corporate Consolidation department and<br />

RTL Group whose purpose is to quickly uncover Group-level<br />

misrepresentations in the fi nancial statements. Th e further<br />

aim in introducing a globally binding control framework for<br />

the decentralized accounting processes by the end of 2010 is<br />

to achieve a standardized ICS format at the level of the local<br />

accounting departments of all fully consolidated Group companies.<br />

A standardized questionnaire was used throughout the<br />

Group to obtain a snapshot of the quality of the ICS in the key<br />

Group companies as part of a self-assessment conducted at<br />

the time of the 2009 annual fi nancial statements. Th e fi ndings<br />

were discussed in Audit and Finance Committee meetings at<br />

the divisional level.<br />

Corporate Audit evaluates the accounting-related processes<br />

in the course of its auditing activities. As part of their work,<br />

auditors are also required to report to the Audit and Finance<br />

Committee of the Supervisory Board any signifi cant vulnerabilities<br />

of the internal control and risk management system<br />

relating to the accounting process that they identify in the<br />

course of their audit.<br />

Bertelsmann Annual Report 2009<br />

Signifi cant Risks<br />

Th e following signifi cant risks for Bertelsmann were identifi ed<br />

in the course of risk reporting:<br />

Financial Market Risks<br />

Bertelsmann is exposed to various forms of fi nancial risk. Th ese<br />

include interest rate and currency risks in particular. Th ese<br />

risks are largely controlled centrally by Corporate Treasury<br />

on the basis of guidelines established by the Executive Board.<br />

Derivative fi nancial instruments are used solely for hedging<br />

purposes. Bertelsmann uses currency derivatives mainly to<br />

hedge recorded and future transactions involving foreign currency<br />

risk. Some fi rm commitments denominated in foreign<br />

currency are partially hedged when they are made, with the<br />

hedged amount increasing over time. A number of subsidiaries<br />

are based outside the euro zone. Th e resulting translation risk<br />

is managed based on economic debt in relation to operating<br />

EBITDA (leverage factor). Bertelsmann’s long-term focus is on<br />

the maximum leverage factor permitted for the Group. Foreign<br />

currency translation risks arising from net investments in foreign<br />

entities are not hedged. Interest rate derivatives are used<br />

centrally for the balanced management of interest rate risk. Th e<br />

maturity structure of interest-bearing debt is managed on two<br />

levels: by selecting appropriate fi xed interest rate periods for the<br />

originated fi nancial assets and liabilities aff ecting liquidity, and<br />

through the use of interest rate derivatives. Th e liquidity risk<br />

is regularly managed and monitored on the basis of the planning<br />

calculation. Lines of credit at banks as well as appropriate<br />

liquidity provisions form a suffi cient risk buff er for unplanned<br />

payments. Counterparty risks exist in the Group in invested<br />

cash and cash equivalents and in the default of a counterparty<br />

in derivatives transactions. Financial transactions and fi nancial<br />

instruments are restricted to a fi rmly defi ned group of banks<br />

with an excellent credit rating. Against the background of the<br />

economic crisis, Bertelsmann has extended its internal guidelines<br />

on investment of cash and cash equivalents. Some of the<br />

investments are made on a very short-term basis so that the<br />

investment volume can be reduced if the credit rating changes<br />

(see also further explanatory remarks on “Risk Management”<br />

in section 26 of the “Notes”).<br />

73

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