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PRYSMIAN GROUP | DIRECTORS’ REPORT
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Furthermore, in light of the increasing complexity of its activities and in response to changes in the legislative
environment, in 2012 the Board of Directors decided to step up the Group's attention to the internal control
and risk management system, by implementing a dynamic system of Enterprise Risk Management (ERM)
and by appointing a specific Internal Risk Management Committee, consisting of the Group's Senior
Management, with the mission of identifying, measuring, analysing and evaluating risk situations or events
that could affect achievement of the Group's strategic objectives and priorities. The establishment of the new
system was completed during 2013, and a Chief Risk Officer was appointed to manage the ERM process.
This person reports to the Internal Risk Management Committee. More comprehensive information about the
system of business risk management can be found in the "Risk Factors and Uncertainties" section of this
report.
Also of relevance to the internal control and risk management system are the Group's Code of Ethics and the
Organisation and Management Model adopted by the Prysmian Group under Legislative Decree 231/2001.
System of internal control over financial reporting
In accordance with Law 262/2005 ("Provisions for the protection of savings and the regulation of financial
markets") and under art. 19 of the By-laws, the Board of Directors, after consulting the Board of Statutory
Auditors, has appointed Andreas Bott (Head of Planning & Controlling) and Carlo Soprano (Head of
Financial Statements & Compliance) as joint managers responsible for preparing corporate accounting
documents. In this role, they certify at least every six months, the accuracy of the financial information
disclosed to the market, the existence of adequate procedures and internal controls relating to financial
reporting and the consistency of financial data communicated externally through the financial statements.
The Board of Directors has also appointed the Head of Internal Audit as responsible for verifying that the
system of internal control over financial reporting is always operating adequately and effectively. To this end,
the Internal Audit Department draws up an annual audit plan using a structured approach to risk assessment,
in line with the Group's ERM model. This plan is first approved by the Control and Risks Committee and then
by the Board of Directors. The audit planning activity is not only based on the findings of the ERM process
but also takes account of specific risks identified through interviews with Senior Management, and also
includes any areas for which remediation actions have been previously recommended. In conducting Internal
Audit activities, internal auditors are given full access to all relevant data and information to enable them to
perform each audit. The Head of Internal Audit attends every meeting of the Control and Risks Committee.
The results of internal auditing activities are reported to the committee along with key findings and
remediation actions. The status of the audit plan is reported during each meeting and any significant
deviations or anticipated deviations are discussed and confirmed. The implementation status of previous
audit recommendations or remediation actions is also reported to this committee.
For the purposes of ensuring a reliable system of internal control over the financial reporting process,
Prysmian Group has adopted a set of administrative and accounting procedures, as well as a series of
operating policies, procedures and instructions such as to guarantee an effective flow of information with its
operating companies. The administrative and accounting procedures include the Group Accounting Manual