Tiscali 2001 Annual Report Download - page 55
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47
Report on Operating Performance
plans and their implementation. The Committee may also under its remit have recourse to
external consultants, paid by the Company.
Internal Control
At its meeting of October 2, 2001, the Board of Directors gave formal approval to the
Company's internal control system, and adapted it to meet the recommendations
contained in the Self-Regulatory Code, by creating a Committee for Internal Control and
appointing a person to lead it.
This person, who will shortly be appointed by the CEO, will not report to any operational
area manager; but will instead report directly to the CEO, the Committee for Internal
Control and the Board of Statutory Auditors. The head of internal control will, moreover, be
free of hierarchy constraints as regards the persons under his/her control, the aim being to
avoid interference with his/her autonomy of judgement. The CEO is charged with ensuring
the correct functioning and efficacy of the internal control system.
The purpose of the control system is to ensure more efficient management and greater
capacity to identify, prevent and deal with risks of a financial and operational nature —
including those relating to the effectiveness and efficiency of operations and adherence to
laws and regulations — as well as any frauds perpetrated against the Company.
Committee for Internal Control
At its meeting on October 2, 2001, the Board of Directors passed a motion to set up a
Committee for Internal Control, composed of three non-executive directors, Victor Bischoff,
Franco Bernabè and Elserino Piol.
This Committee, which is autonomous and independent, will perform advisory functions
and submit proposals, and in particular will:
– evaluate the adequacy of internal controls;
– evaluate the work plan prepared by the head of internal control and receive
periodical reports from him/her;
– evaluate the proposals submitted by the auditing agency for the awarding of the
auditing contract, as well as the working proposals submitted by the same for
review, and in general terms will interact with the auditing agency itself;
– report to the Board of Directors on activities performed and the efficacy of the
internal control system;