2014 Registration Document and Annual Financial Report - page 123

3
Corporate GOVERNANCE
Report of the Chairman of the Board of Directors
3.2.2.5. Monitoring internal control
and risk management
Internal control and risk management procedures are regularly
reviewed to ensure that they are appropriate and aligned with the
Group’s objectives, particularly in view of the risks specific to each
business and the costs of performing the controls.
The main structures responsible for overseeing the internal control
and risk management systems are as follows:
The Audit and Risks Committee
As described in the Board of Directors’ Bylaws (Appendix A to
this report set out in section 3.2.1 above), the Audit and Risks
Committee carries out the following three main tasks in relation
to internal control and risk management:
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it reviews the Risk Management policy and ensures that adequate
systems are in place;
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it is informed every year of the updates to the risk map and the
results of the monitoring processes carried out for the Group’s
main risks;
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it obtains assurance concerning the effectiveness of the Group’s
system of internal control, by reviewing the methods used to
identify risks and the organizational principles and procedures of
the Internal Audit Department. It is also informed of the Internal
Audit program and of the results of the Internal Audits carried out.
Group Internal Control Committee
The Group Internal Control Committee comprises the Chairman
and Chief Executive Officer, the Deputy Chief Executive Officer
and the other members of the Executive Committee (see list in
the «Directors and Corporate Officers» section of this Registration
Document). It also includes the Senior Vice-President, Internal
Audit and the Finance Directors of the Group’s main subsidiaries.
The heads of the local Internal Audit Departments may also be
invited to attend meetings of the Committee at the invitation of
their Division’s Internal Control Committee members.
The Group Internal Control Committee guarantees the independence
of the Internal Audit function. Its responsibilities are to:
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validate the annual Internal Audit program;
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review significant internal audit issues for the current year, in
each of the audited areas, and approve the action plans for each
audited unit;
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track changes in internal control levels within the Group;
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oversee the activities of the Internal Audit function, in terms of
audit efficiency/optimization and the adequacy of the function’s
resources.
The Group Internal Control Committee meets once a year.
Division Internal Control Committees
Local Internal Control Committees have been set up in the Group’s
main operating divisions. Each Committee is chaired by the Division’s
Chief Executive Officer and comprises members of the operating
units and finance departments, as well as a representative from
Corporate Internal Audit.The Committees meet at least once a year
to prepare the work program for the local Internal Audit Departments
(where appropriate, based on the instructions issued by the Group
Internal Control Committee), review the reports on the internal
audits performed during the period and assess the progress of
previously defined action plans.
Registration Document 2014
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