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2006 - Interparfums

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within the Group, even though vested with all powers<br />

conferred upon him by the law to represent the company,<br />

the Chairman and Chief Executive Officer must obtain the<br />

authorization of the Board to pursue growth strategies that<br />

could have a material impact on the accounts and modify<br />

the scope of the company's activity, strategy and financial<br />

structure. In consequence, the Board was consulted on<br />

several occasions in connection with the signature of new<br />

license agreements and the Board confirmed the Chairman's<br />

powers to conduct these negotiations.<br />

Information concerning directors<br />

Article 15 of the bylaws stipulates that the Chief Executive<br />

Officer shall provide each director with all documents<br />

necessary to perform their duties. Before each Board<br />

meeting, Directors consequently receive all documents<br />

and information necessary to this purpose. In addition in<br />

connection with Board meetings, Directors may be regularly<br />

provided with all material information concerning the<br />

company.<br />

Internal control procedures<br />

Internal control refers to a set of processes, methods<br />

and measures defined by general management to ensure<br />

a coherent and effective system of corporate governance<br />

and management of company operations.<br />

Internal control procedures implemented by Inter Parfums<br />

management that apply to all Group companies are destined<br />

to provide a reasonable assurance that the following<br />

objectives are met:<br />

■ safeguarding corporate assets,<br />

■ identifying, limiting and avoiding risks of errors and other<br />

irregularities in the management of operations to ensure that<br />

they remain consistent with the objectives defined by<br />

corporate bodies in relation to the businesses of the<br />

company and remain in line with the annual budget targets,<br />

■ ensuring the accuracy and thoroughness of accounting<br />

records and the publication of reliable and timely information<br />

fairly presenting the activity of the company for the period in<br />

question,<br />

■ ensuring compliance with laws and regulations.<br />

One of the objectives of internal control is to manage and<br />

prevent risks resulting from the activity of the company and<br />

risks of material errors or fraud, particularly in accounting and<br />

financial areas. An in-depth review of the risk factors affecting<br />

Inter Parfums is presented in the management discussion<br />

and analysis.<br />

However, no system of internal control can provide an<br />

absolute guarantee concerning the elimination of risks and<br />

the effective implementation of procedures.<br />

<strong>2006</strong> annual report inter parfums<br />

corporate governance<br />

1.<br />

General overview of internal control procedures<br />

The organization of the Inter Parfums Group is centralized at<br />

the level of the Inter Parfums company that assures the main<br />

activity of the Group. To this purpose, it possesses a<br />

significant administrative and commercial organization that it<br />

makes available to other Group companies. Relations with<br />

Inter Parfums are governed by assistance agreements,<br />

service agreements, the provision of personnel and<br />

equipment. Fees are invoiced for the latter in proportion<br />

to the level of services rendered.<br />

Members of the Finance Department team actively participate<br />

in overseeing internal control procedures, intervening both<br />

on a top-down and a transversal basis. In consequence they<br />

play a decisive role in the way internal controls are exercised<br />

by management.<br />

The key internal control procedures of Inter Parfums are<br />

based on the following priorities, defined in terms of their<br />

impact on assets and/or results:<br />

■ key operating processes in the management of production,<br />

sales to distributors and the management of the company<br />

image,<br />

■ processes and managing resources, and notably cash and<br />

currency hedges, human resources, committed fixed costs<br />

and overhead, monitoring capital expenditures and tax<br />

obligations, monitoring the settlement of trade receivables,<br />

■ the processing and communication of accounting and<br />

financial information.<br />

These processes generate information concerning sales<br />

objectives, risks and internal control strategies. An interface<br />

for information generated by the different units responsible<br />

for managing internal control procedures in their respective<br />

areas to general management contributes to an effective<br />

decision-making process.<br />

To increase awareness of the importance of internal control<br />

procedures among management staff, the company has<br />

established and distributed to all operating and financial<br />

departments a manual of internal procedures providing<br />

a detailed description of the principal company processes<br />

including sales/customers, purchasing/suppliers, inventories,<br />

management information systems and personnel/payroll.<br />

This manual also provides detailed information about the<br />

procedure for expense requests and signature authorizations<br />

for bank accounts. In addition, the company has developed<br />

an information technology charter for all personnel to ensure<br />

that information technology resources are operated in an<br />

environment that ensures the security of the company's<br />

computer network.<br />

The Chairman and Chief Executive Officer who decides<br />

the strategic objectives of the company in terms of sales,<br />

accounting and finance, is responsible, in coordination with<br />

the Finance Department, for developing internal control<br />

procedures and resources to be deployed for this purpose<br />

and verify their application by each department. The Finance<br />

Department monitors their implementation and effectiveness.<br />

In general, the organization of the company is assured<br />

through five main departments (Production & Logistics,<br />

Burberry Fragrances, Luxe & Fashion, French Distribution<br />

and Finance & Corporate Affairs) reporting on their activity<br />

to Executive Management on a monthly basis which<br />

constitutes the preferred system of oversight and control.

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