Annual Review 2012 - Luxottica

REPORT ON CORPORATE GOVERNANCE AND OWNERSHIP STRUCTURE
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This policy defines the rules and responsibilities for the management and collection of
credit in order to prevent financial risks, optimize revolving credit and reduce losses on
such credits. In particular, this policy sets the guidelines for the following activities:
• apportionment and control of credit lines;
• monitoring of credit trends;
• soliciting unpaid/expired credits;
• management and control of legal actions;
• management and control of the appropriations and losses on credits;
• determination and control of terms of payment in the various markets; and
• control over warranty terms.
The Board of Directors annually assesses the adequacy, effectiveness and efficient
functioning of the control system, in accordance with the methods described in Section III
of this Report.
The Control and Risk Committee
On April 27, 2012, the Board of Directors set up the Control and Risk Committee (formerly
the Internal Control Committee), appointing the independent directors Mr. Mario Cattaneo,
Chairman, Mr. Marco Reboa and Mr. Marco Mangiagalli and Ms. Elisabetta Magistretti,
with combined extensive experience in accounting, finance and risk management.
Up until April 27, 2012, the Internal Control Committee in office was composed of Mr. Mario
Cattaneo, Chairman, Mr. Marco Reboa, Mr. Marco Mangiagalli and Mr. Ivanhoe Lo Bello.
According to the provisions of its charter, last updated in July 2012, the Committee is
responsible for performing investigations, offering consultations and submitting proposals
to the Board of Directors.
In particular, the Committee performs the following activities:
• assists the Board in the execution of its tasks regarding internal controls;
• evaluates the preparation of the accounting and company records, together
with the manager appointed to carry out this task, having obtained the opinion of
the independent auditor and the Board of Auditors; also reviews the application
of accounting principles and their consistency of application for the purposes of
preparation of the Group’s consolidated financial statements;
• reviews the regular reports on the evaluation of the Internal Control and Risk
Management System and any particularly significant reports prepared by the Internal
Audit department;
• expresses opinions on specific aspects concerning the identification of corporate
risks as well as the planning, implementation and management of the internal control
system;
• reviews the work plan prepared by the manager of the Internal Audit department.
Specific expertise on auditing is assigned to the Board of Statutory Auditors, acting as
Audit Committee, described later on in this Report. Moreover, the Financial Expert was
identified within the Board of Statutory Auditors by the Board of Directors.