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Role, tasks and responsibilities

03/18/2016 - 04:58 PM

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The Board of Statutory Auditors has a key role in our corporate governance system.

Roberto_Capone_th

 

 

Roberto Capone
Chairman of the Board of Statutory Auditors

The statutory auditors participate in the meetings of the Board of Directors and the Executive Committee, and receive information from the corporate bodies with delegated powers.

The Board of Statutory Auditors supervises:

  • compliance with the law and bylaws;
  • respect of the principles of correct administration and the adequacy of the Company’s organizational structure;
  • respect of the self-regulatory principles and procedures adopted for undertaking transactions with related parties and their compliance with the Company’s interests.

It likewise supervises the internal control system and the administrative and accounting mechanisms, as well as the reliability of the latter in correctly representing transactions. The Board of Statutory Auditors draws up reasoned proposal for the shareholders’ meeting for the appointment of the external auditors and monitors the independence of the auditing firm over time.

Finally, the Board of Statutory Auditors undertakes the tasks of:

  • the audit committee pursuant to U.S. regulations, since Telecom Italia is listed in the United States. These rules allow foreign companies not to identify an audit committee within the Board of Directors, if they already have a “board of statutory auditors” that is separate from the board of directors, not an expression of management and responsible, within the limits of the applicable law, for appointing the auditors, determining their  fees and supervising their activity. In relation to his role of audit committee, the Board of Statutory Auditors has adopted a procedure governing the acceptance, retention and handling of complaints coming from anyone and concerns of employees regarding accounting and auditing.
  •  Supervisory Board pursuant to Legislative Decree 231/2001 - art. 6. The Board of Directors of the Company has decided to exercise the option provided by the aforementioned article, assigning to Statutory Auditors the functions of Supervisory Board, until the expiry of the mandate of the council. The Board of Statutory Auditors has economic independence to be able to acquire technical and professional consultancy