LensCrafters 2013 Annual Report Download - page 74

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NYSE rules and regulations. Furthermore, in accordance with Italian law, it acts as a
Committee for Internal Control and Auditing.
Consequently, the Board of Statutory
Auditors:
• examines and discusses the declarations required by section 302 and 906 of the
Sarbanes Oxley Act with the management
• examines the management reports on the internal control system and the declaration
of the auditing firm on the conclusions of the management in compliance with section 404 of
the Sarbanes Oxley Act;
• examines the reports of the Chief Executive Officer and Chief Financial Officer on
any significant point of weakness in the planning or in the performance of internal controls
which is reasonably capable of negatively affecting the capacity to record, process,
summarize and disclose financial information and the shortcomings identified through the
internal controls;
• examines the reports by the Chief Executive Officer and Chief Financial Officer on
any fraud involving management or related officers in the context of the internal control
system;
• evaluates the proposals of the auditing companies for the appointment as external
auditor and submits a proposal on the appointment or revocation of the auditing company to
the Stockholders’ meeting;
• supervises the activities of the external auditors and their supply of consulting
services, other auditing services or certificates;
• reviews periodic reports of the external auditors on: (a) the critical accounting criteria
and practices to be used; (b) the alternative accounting processes generally accepted,
analyzed together with management, the consequences of the use of such alternative
processes and the related information, as well as the processes which are considered
preferable by the external auditors; and (c) any other relevant written communication
between the external auditors and management;
• makes recommendations to the Board of Directors on the settlement of disputes
between management and the external auditors regarding financial reporting;
• approves the procedures concerning: (i) the receipt, the archiving and the treatment of
reports received by the Company on accounting matters, internal control matters related to
the accounts and audit-related matters; (ii) the confidential and anonymous reporting on
questionable accounting or auditing matters;
• assesses the requests to make use of the auditing company appointed to perform the
auditing of the balance sheet for permitted non-audit services and expresses their opinion on
the matter to the Board of Directors;