The Board of Statutory Auditors is entrusted with monitoring the following aspects, in accordance with the law and the Company Bylaws:
- compliance with the law and the Company Bylaws;
- compliance with the principles of sound administration;
- the adequacy of the organisational structure concerning the aspects within its area of jurisdiction, the internal control system and the administrative and accounting system, as well as the dependability of the latter to represent correctly the operating results;
- the procedures to implement effectively the corporate governance rules envisaged by the code of conduct that Pirelli has declared to comply with;
- the adequacy of the instructions issued by the Company to the subsidiaries in relation to the obligations to report price sensitive information56.
The Board of Statutory Auditors monitors the following aspects, following the coming into force of Legislative Decree No. 39/2010:
- the financial reporting process;
- the efficiency of the internal control, internal audit and risk management systems;
- the statutory audit of the annual accounts and the consolidated accounts;
- the independence of the statutory auditor or the statutory auditing company, in particular, concerning services other than auditing services rendered to the company whose accounts are to be audited.
The Board of Statutory Auditors carries out its duties by exercising all the powers conferred on it by law and by being able to rely on a constant and detailed information flow from the Company, also outside the periodic meetings of the Board of Directors and the Committees.
The Board of Statutory Auditors takes part in the work performed by the Remuneration Committee and the Committee for Internal Control, Risks and Corporate Governance, when performing its functions, besides attending all the meetings of the Board of Directors and the Shareholders’ Meetings and the Chairman of the Board of Statutory Auditors is invited to attend the meetings of the Appointments and Succession Committee and of the Strategies Committee. Moreover, the Auditor, Antonella Carù was invited to become a member of the Supervisory Body, in accordance with Legislative Decree No. 231/2001.
56 Now referred to as “privileged information” (Article 114 of the Unified Finance Law (TUF).