2017 REGISTRATION DOCUMENT
BOURBON 2017 Registration Document 65 MANAGEMENT REPORT Control environment 3 3 procedures for drafting the Registration Document to ensure accuracy, consistency, compliance with applicable laws and regulations, and the quality of the financial information. 4.2 MANAGING INTERNAL CONTROL The internal control systems are themselves the subject of controls, on an ongoing basis by Management as well as through periodic evaluations by bodies that do not have direct authority over operations nor responsibility for them. 4.2.1 Audit Committee The attributes of the Audit Committee and the work conducted by it are described in section 1.5.1. of this report. 4.2.2 Internal Control and Risk Committee As of December 31, 2017, the Internal Control Committee was composed of the Chief Operating Officer and the Chief Financial Officer. The Internal Audit, Risk Director and Group Compliance officer presents the audit results and main conclusions. This committee is tasked with examining the quality of internal control, managing risks and implementing the internal audit plan and the compliance program within BOURBON: 3 it approves the Group’s annual internal audit plan before its presentation to the Audit Committee; 3 it examines the conclusions and recommendations made following the quarterly audits by the Internal Control Committee; 3 it examines the quality of follow-up to action plans by Group entities in response to internal audit recommendations; 3 it oversees follow-up to risk mapping and action plans for major risks; 3 it supervises the compliance program within the Group; 3 it examines any other matter relating to internal audit, internal control or risk management and compliance that it wishes to include on its agenda. 4.2.3 Group Internal Audit, Risk Management and Compliance Department The mission of BOURBON’s Internal Audit, Risk Management and Compliance Department is to help the Group manage its risks through a systematic, disciplined and complementary approach to: 3 internal audit; 3 risk management; 3 compliance. Group Internal Audit is an independent and objective department that makes sure BOURBON has full control over its operations, offers advice on improvements and so contributes to create value added. It helps the organization achieve its objectives by systematically and methodically assessing procedures for risk management, control and corporate governance and by making recommendations on how these could be more effective. Risk management allows BOURBON to identify, evaluate, manage and monitor the risks it faces. Risks of all kinds are monitored: operational, financial, strategic, human resources, regulatory and reputational. Compliance includes all measures already in place or to be implemented within BOURBON to ensure compliance with ethical rules and external and internal regulations. The Group Internal Audit, Risk Management and Compliance Department is composed of five people, including a Director, three Internal Auditors of whom two are dedicated to onshore audits and one to offshore audits, and an expert in charge of Compliance. Risk Management is directly managed by the department’s Director. 4.2.4 Group Internal Audit As of December 31, 2017, Group Internal Audit reported to the Chief Financial Officer and to the General Management Committee. It has access to the Chairman and Chief Executive Officer and to the Chairman of the Audit Committee as necessary. It reports regularly to the Audit Committee on its analysis of the Group’s internal control. Group Internal Audit covers all fields and functions of BOURBON companies, including the operational businesses, all other functional and operational activities as well as the information, IT and management systems. It carries out internal audits (assurance and advice) or investigations for the Group as a whole and subsidiaries as necessary. It carries out audits of operations, finances, effectiveness, compliance, acquisitions or major projects, which may be recurrent or one-off. These audits cover all high-level management, business and support processes. It leads and promotes internal control throughout the Group and validates the effectiveness of internal control and risk management. BOURBON’s Internal Audit Department is a member of the French Institute of Internal Audit and Control (IFACI). Following an independent external audit carried out by IFACI Certification, in December 2013 BOURBON’s Internal Audit Department was awarded certification of compliance with international internal audit standards. Its certification was renewed in January 2017. This certification recognizes the professionalism of the Group Internal Audit team and attests that it has implemented internal audit methods meeting the highest international professional standards.
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