Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...

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The SLA should include next minimum requirements: • General: duration of SLA, involved parties, related documents • Profile of involved parties and escalation: tasks and responsibilities, escalation process • Finance details: invoicing plan, payment terms, rebate based on volumes • General service definition, service levels, problems response, maintenance and security • Agree on penalties • General service contact tables The SLA’s outsourced processes are monitored periodically through vendor evaluation process. Any problem in the SLA or deliverables is escalated accordingly and corrective actions could be taken towards the vendor. When the Group outsources relevant processes for the preparation of financial information to an independent expert, it ensures the professional’s technical and legal competence and training of the vendor. Amadeus Group has identified one outsourced process as relevant for the financial information reporting. This process has been included in the financial risk matrix into the Human Resources Management cycle, and is being monitored and audited at local level. 4. Information Information and and Communications Communications Communications 4.1. The entity has a specific function in charge of defining and maintaining accounting policies (accounting policies area or department) and settling doubts or disputes over their interpretation, which is in regular communication with the team in charge of operations. A manual of accounting policies regularly updated and communicated to all the company’s operating units. An essential activity to the preparation of the Amadeus Group consolidated financial statements is the definition, selection and update of the accounting policies that are relevant to our business and applicable group-wise. This role is assigned to the Corporate Finance and Administration department under the responsibility of the Chief Financial Officer. Within that department the Group Reporting unit has the mission of: • Defining the Amadeus accounting policies. Amadeus prepares its consolidated financial statements under IFRS-EU and with the regulation issued by the Spanish Stock Exchange (“Comisión Nacional del Mercado de Valores”), in particular Circular 1/2008 of January 30, and the Amadeus accounting policies are based on these standards. • Monitoring the prospective regulatory activity of the IASB and the endorsement process by the EU, identifying those projects that will have an effect, when issued, and assessing the impact of the implementation on the Amadeus Group financial statements preparation and disclosures. • Reviewing regularly Amadeus accounting policies to ensure that they remain appropriate and are changed either when: o Regulatory bodies (IASB - EU) issue, revise, modify or amend new or existing policies or, o Has notice of transactions that require specific guidance and impact the Amadeus Group significantly as a whole, such as unique industry issues. When either of these events occurs, revised Amadeus accounting policies are issued. • Ensuring that the application of the Amadeus accounting policies is consistent through all the entities that integrate the Amadeus Group. In specific circumstances this function prepares accounting instructions to assist on the accounting of specific transactions or events (i.e. share based payments) that affect multiple entities across the group, including case by case application guidance and numeric examples. • Solving application issues of Amadeus policies between the stakeholders that are involved in the preparation or use of the financial information. • Communicating the Amadeus accounting policies regularly to the relevant teams that, across the Amadeus group, are involved in the preparation of the financial 11
information and, establishing the mechanisms that facilitate a fluent communication with the Group’s executives and directors in understanding and managing the Amadeus Group’s financial reporting risk. There is an accounting policies manual accessible to the entire organization through the intranet of Amadeus. The manual cover explicit accounting policies for all the subsidiaries of the Group, making special emphasis on those entities who develop a dominant activity of marketing and sales and which constitute our sales network around the world. This group of companies usually have a smaller dimension compared with the Group main sites companies described above, and need additional support from Group Reporting on financial accounting issues. 4.2. Mechanisms in standard format for the capture and preparation of financial information, which are applied and used in all units within the entity or group, and support its main financial statements and accompanying notes as well as disclosures concerning ICFR. Amadeus has a formal procedure for the preparation of financial information that covers both the closing of accounts of the respective subsidiaries companies in the Group and the process of consolidation in the parent company. The fact that most important companies of the group participate in a common system of accounting platform (SAP) ensures greater control of closing standardized processes as well as controls on supervision of access to the system by different users, checking that there is no conflict with access security, both internally and by the subsequent review of the external auditor. There are automatic controls to validate and ensure the consistency of the treated information in turn within the system. Likewise, prior and during the process of closing the accounts at the individual level, all companies have access to a software development that allows them to validate and correct their positions on the other companies of the group both at the operational and financial levels. The existence of a single plan of accounts for the purpose of reporting for all entities of the group, a specific timetable for closure and subsequent reporting to the parent company, as well as the use of common exchange rates required for closing the accounts, collaborate efficiently to improve the quality of the information and its homogenization. The burden of monthly information report is done by the same companies in the module of consolidation of SAP, avoiding the manual processing of information. In those companies operating in the common platform from SAP, the burden is carried out automatically from the FI module to the consolidation, which is in turn a saving of time and ensures the security in the transfer of information. 5. Supervision Supervision 5.1. Describe the ICFR monitoring activities undertaken by the audit committee together with a description of the internal audit function whose competencies shall include supporting the audit committee in its role of monitoring the internal control system, including ICFR. Also, describe the scope of the ICFR assessment conducted in the year and the procedure for the person in charge to communicate its findings. State also whether the company has an action plan specifying corrective measures for any flaws detected, and whether it has taken stock of their potential impact on its financial information. Monitoring Monitoring Monitoring activities activities of of the the the Audit Audit committee committee The Audit Committee is the advisory body that has delegated powers by the Board of Directors with respect to the maintenance and supervision of the ICFR. As part of this function, and to achieve the objectives delegated by the Board, the Committee, receives and reviews the financial information that the Group issues to markets and to regulatory bodies and, in particular, the auditors’ report and the consolidated annual accounts for the year. The Committee oversees the process to prepare and the completeness of the financial information for the Company and its subsidiaries, reviews that legal and regulatory requirements applicable to the Company are complied with, the adequacy of the consolidation perimeter and the correct application of the generally accepted accounting principles. The Audit Committee is regularly informed by the Director of Group Internal Audit Office about his assessment on the effectiveness of the ICFR, any weaknesses detected during the course of the Internal Audit work and the plans or actions already undertaken for remediating the weaknesses detected. 12
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FORM ANNUAL CORPORATE GOVERNANCE RE
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A.3 Please complete the following t
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A.8 Please complete the following t
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B.1.2 Please complete the following
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Central Bank to assume a role with
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Reasons As a result of the placemen
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B.1.8 Please detail any Board membe
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Other Benefits Amount in thousands
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B.1.13 Please identify the total am
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Please specify whether the Board at
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MR. ENRIQUE DUPUY DE LOME CHAVARRI
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B.1.19 Please specify the procedure
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B.1.24 Please specify whether the c
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Please specify, if applicable, the
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Outgoing auditor Incoming auditor I
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Page 244 and 245: COMPLEMENTARY INFORMATION TO THE CO
Page 246 and 247: AMADEUS AMADEUS IT IT HOLDING, HOLD
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Page 250 and 251: In 2011 Amadeus’ Finance Function
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