LensCrafters 2010 Annual Report Download - page 193

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|191 >
BOARD OF
STATUTORY
AUDITORS’ REPORT
ON THE STATUTORY
AND CONSOLIDATED
FINANCIAL
STATEMENTS
based on the provisions of article 19 of Italian Legislative Decree of 27 January 2010, no. 39, the Board also reviewed: g)
the financial information process; the statutory audit of the annual accounts and consolidated accounts; the
independence of the statutory auditor, paying particular attention to the services provided outside the audit. It is
to be noted, as far as financial information is concerned, that, starting from 2010, the Company also adopted the
international accounting principles (IAS/IFRS) in preparing its reports for the Security Exchange Commission of the
United States. No significant problems that require attention were found;
we did not find any atypical or unusual transactions that were carried out with companies of the Group, third parties h)
or associated parties. In its Management Report the Board of Directors provided a thorough explanation of the most
important ordinary transactions, under an economic and financial point of view, that were carried out with subsidiaries
and associated parties as well as the methods for determining the remuneration paid to them – we ask you to refer to
this report for further information. We also verified that the ordinary operating procedures in force within the Group
were arranged in such a way as to assure that the transactions carried out with associated parties were concluded
according to market conditions;
on 25 October 2010 the Board of Directors approved the “Procedure on Transactions with Associated Parties” i)
in fulfillment of the Regulation approved by CONSOB resolution no.17221 of 12 March 2010 and subsequent
amendments. The Board of Auditors believes that the procedures adopted by the company comply with the aforesaid
principles indicated in the CONSOB Regulation;
we held meeting with the managers of the Auditing Company, also in accordance with article 150, paragraph 2 of j)
Italian Legislative Decree 58/98 for the regulations provided for by the Sarbanes Oxley Act, during which no events or
situations emerged that must be highlighted in this report;
on 4 April 2011, Deloitte & Touche S.p.A. issued the reports without remarks in accordance with article 156 of Italian k)
Legislative Decree 58/1998, for the balance sheet for the year closing on 31 December 2010 and the consolidated
financial statements of the Group drafted according to IFRS accounting principles. From these reports it emerges that
the balance sheets in question, in compliance with the aforementioned accounting principles, were drawn up clearly
and give a true and correct view of the financial position and economic result, changes in the shareholders’ equity and
the cash flows for the year closing on this date. Furthermore, in accordance with article 156, paragraph 4–bis of Italian
Legislative Decree 58/98, the Auditing Company certified that the Management Report is consistent with the balance
sheet and the consolidated financial statements as at 31 December 2010;
the Board did not give advice on remuneration in accordance with article 2389, paragraph 3, of the Italian Civil l)
Code;
the Company provided information regarding remuneration as requested by CONSOB in announcement m)
DEM/11012984 of 24 February 2011 in the balance sheet and in the Corporate Governance Report;
we are unaware of any events or complaints that should be mentioned at the shareholders’ meeting;n)
with reference to the provision stated in article 36, paragraph 1 of the Markets regulation (CONSOB resolution o)
no. 16191 of 20 October 2007), we hereby point out that on 31 December 2010 the provisions were applied to the
subsidiary companies which the Company indicated as significant with regard to the financial information control
system: in this respect it is to be stated that no omissions were noted;
the Auditing Company Deloitte & Touche S.p.A., entrusted with the audit by the Shareholders’ Meeting of 14 June p)
2006, together with the other companies belonging to its network, were also entrusted with the following tasks, stated
below with their respective remuneration (in thousands of euros) in addition to tasks provided for by the regulations