Volvo 2013 Annual Report Download - page 100

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tee shall be independent of the company and
the company management, and that at least one
of the members who is independent of the com-
pany and the company management shall also
be independent of the company’s major share-
holders. The Election Committee’s assessment
of independence prior to the Annual General
Meet ing 2013 is presented above under the “In -
dependence requirements” section on pages
94–95. All members of the Audit Committee
are highly familiar with accounting matters and
the accounting standards that apply for an in -
ternational Group such as the Volvo Group.
The Audit Committee met with the external
auditors without the presence of management at
four occasions during 2013 in connection with
the Audit Committee meetings. The Audit Com-
mittee has also met with the Head of Corporate
Audit at the meetings of the Audit Committee.
The Audit Committee and the external auditors
have, among other tasks, discussed the external
audit plan and risk management. The Audit Com-
mittee held eight regular meetings and two
extraordinary meetings during 2013. The attend-
ance of Board members at Committee meetings
is presented in the table on page 97.
The Board’s committees
5 Audit Committee
Duties
In December 2002, the Board established an
Audit Committee primarily for the purpose of over-
seeing the accounting and fi nancial reporting pro-
cesses and the audit of the fi nancial statements.
The Audit Committee is responsible for pre-
paring the Board’s work to assure the quality of
the Group’s fi nancial reporting by reviewing the
interim reports, the Annual Report and the con-
solidated accounting. The Audit Committee also
has the task of reviewing and overseeing the
Group’s legal and taxation matters as well as
compliance with laws and regulations that may
have a material impact on the fi nancial report-
ing. The Audit Committee also has the task of
reviewing and overseeing the impartiality and
independence of the company’s auditors. The
Audit Committee is further responsible for eval-
uating the internal and external auditors’ work,
providing the Election Committee with the re -
sults of the evaluation of the external auditors
and to assist in preparing proposals for the
election of auditors. In addition, the Audit Com-
mittee’s task is to establish guidelines specify-
ing what other services, beyond auditing, the
company may procure from the auditors. The
Audit Committee shall also evaluate the quality,
relevance and ef ciency of the Group’s system
for internal control over fi nancial reporting, and
with respect to the internal audit and risk man-
agement. Finally, the Audit Committee adopts
guide lines for transactions with companies and
persons closely associated with Volvo.
Composition and work in 2013
At the statutory Board meeting following the
Annual General Meeting 2013, the following
Board members were appointed members of
the Audit Committee:
Lars Westerberg,
Peter Bijur,
Jean-Baptiste Duzan
Lars Westerberg was appointed Chairman of the
Audit Committee.
According to the Swedish Companies Act,
the members of the Audit Committee may not
be em ployees of the company and at least one
member of the Audit Committee shall be inde-
pendent and have accounting or auditing ex -
pertise. In addition, the Code stipulates that a
majority of the members of the Audit Commit-
Board of Directors >>
96
CORPORATE GOVERNANCE REPORT 2013 CORPORATE GOVERNANCE
96