Tiscali 2012 Annual Report Download - page 43

Annual financial report as at 31 December 2012
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Date File Name Status Page
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Annual Report as at 31
December 2012 43
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• assessment of the activities of the Supervisory Body and the up-dating, disclosure and application
of the Group’s “Organisation, management and control model” pursuant to Italian Decree Law No.
231/2001;
• appraisal of the candidatures for the office of Internal Audit Coordinator and for the Supervisory
Body and issue of the related opinion;
• achievement of the 2012 audit plan, in particular, with checking of certain controls relating to the
adequacy of the administrative-accounting procedures and certain key aspects of the invoicing
and customer receivables collection system;
• drafting of the 2013 audit plan;
• checking the adequacy of the administrative and accounting procedures for the formation of the
2012 financial statements for the purpose of assessing the related efficacy. These activities are
also aimed at the issue of the certificate as per Article 154 bis of the Consolidated Finance Law
(TUF);
• checking of the procedures and processing pertaining to the recovery of the receivables due from
customers with particular reference to the action aimed at improving the collections and
discouraging non-automatic payments. Analysis of the implementation of additional preventive
solvency controls aimed at limiting the occurrence of overdue unpaid amounts as far as possible.
Risk Management Committee
In accordance with the recommendations of the Code, the Board of Directors has set up a Risk
Management Committee to provide advice and recommendations, comprising three Directors without
powers granted by the Board, of which two independent. The Risk Management Committee
incorporates the functions previously carried out by the Internal Audit Committee, its function being to
advise and recommend, with the objective to improving the effectiveness and strategic guidance
capacity of the Board of Directors with regard to the Internal Audit system. In particular:
a) helping the Board of Directors to set guidelines for the internal audit system and periodically
verify its adequacy and correct functioning, ensuring that the main business risks are identified
and appropriately handled;
b) assessing the work plan prepared by the Internal Audit Coordinator and receiving the
Coordinator’s periodic reports;
c) together with the Company’s administration managers and independent auditing firm, verifying
adequacy of the accounting standards used and their uniformity for the purpose of drafting the
consolidated financial statements;
d) assessing proposals submitted by auditing firms for the role of independent auditor, and the
proposed work plan for the independent audit and the results expressed in the report and letter
of recommendations, along with the day-to-day contact with the independent auditing firm;
e) assessing proposals of an advisory nature formulated by the independent auditing firm - or its
affiliated companies - in favour of Group companies;