ING Direct 2011 Annual Report Download - page 80

Internal control over financial reporting
Due to the listing of ING shares on the New York Stock Exchange,
ING Group is required to comply with the SEC regulations adopted
pursuant to Section 404 of the Sarbanes-Oxley Act, or SOX 404.
These regulations require that the CEO (the chairman of the
Executive Board) and the CFO of ING Group report and certify
on an annual basis on the effectiveness of ING Group’s internal
controls over financial reporting. Furthermore, the external
auditors are required to provide an opinion on the effectiveness of
ING Group’s internal controls over financial reporting.
ING Group has long-established Business Principles and a strong
internal control culture, which all staff must adhere to. SOX 404
activities are organised along the lines of the governance structure,
and involve the participation of senior management across ING.
Following the SOX 404 process, ING is in the position to publish an
unqualified statement which denotes that the Company’s internal
control over financial reporting is effective as of 31 December 2011.
The SOX 404 statement by the Executive Board is included below,
followed by the report of the external auditor.
REPORT OF THE EXECUTIVE BOARD ON INTERNAL CONTROL
OVER FINANCIAL REPORTING
The Executive Board is responsible for establishing and maintaining
adequate internal control over financial reporting. ING’s internal
control over financial reporting is a process designed under the
supervision of our principal executive and principal financial officers
to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles.
Our internal control over financial reporting includes those policies
and procedures that:
• pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of ING;
• provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and
that our receipts and expenditures are being made only in
accordance with authorisations of our management and
directors; and
• provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use or disposition of
our assets that could have a material effect on our financial
statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
The Executive Board assessed the effectiveness of our internal
control over financial reporting as of 31 December 2011. In making
this assessment, the Executive Board performed tests based on
the criteria of the Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in Internal Control – Integrated
Framework. Based on the Executive Board’s assessment and those
criteria, the Executive Board concluded that the Company’s internal
control over financial reporting is effective as of 31 December 2011.
Our independent registered public accounting firm has audited and
issued their report on ING’s internal control over financial reporting,
which appears on the following page.
AMSTERDAM, 12 MARCH 2012
Jan H.M. Hommen
CEO, CHAIRMAN OF THE EXECUTIVE BOARD
Patrick G. Flynn
CFO, MEMBER OF THE EXECUTIVE BOARD
78 ING Group Annual Report 2011
Section 404 Sarbanes-Oxley Act