Control and Audit
Bodies responsible for financial control at PJSC M.video
Subordination and reporting
- Reports only to the General Meeting of Shareholders
Tasks and functions
- Scheduled documentary audits of the Company’s financial and business activities for the year, as well as unscheduled documentary audits
- Requirement to convene the Board of Directors and/or an Extraordinary General Meeting of Shareholders in cases provided for in Art. 55(8) of the Federal Law on Joint-Stock Companies
- Convocation of an Extraordinary General Meeting of Shareholders
- Monitoring the correction of deficiencies and violations identified as a result of audits and the implementation of the recommendations of the Audit Commission
- Making decisions on conducting unscheduled audits at the initiative of the Company’s executive bodies
The Audit Commission periodically monitors the Company’s financial and business operations, and the activities of its executive bodies and officials through documentary and factual audits of the following points:
- the legality, economic merits and efficiency (expediency) of business and financial operations performed by the Company during the audit period;
- the completeness and veracity of the information on business and financial operations reflected in the Company’s management documents;
- the legality, economic merits and effectiveness of actions taken by Company executives and heads of structural divisions in terms of compliance with the laws of the Russian Federation, as well as the Company’s Charter, approved plans, programmes and other bylaws.
The number of members of the Audit Commission and the procedure for its activities are determined by the Regulation on the Audit Commission approved by the General Meeting of Shareholders. Members of the Audit Commission may not simultaneously be members of the Board of Directors or occupy other positions in the Company’s executive bodies.
Subordination and reporting
- Functional subordination to the Board of Directors
- Reports to the sole executive bodies
Tasks and functions
- Assisting the executive bodies and employees in the development and monitoring of procedures and measures for the development of risk management, internal control and corporate governance
- Coordination of activities with the external auditor and consultants in the field of risk management, internal control and corporate governance
- Conducting an internal audit of subsidiary companies
- Preparation and submission to the Board of Directors and executive bodies of reports on the results of the activities of the Internal Audit Division
- Verification of compliance on the part of the Company’s employees with the provisions of laws and the Company’s internal policies regarding insider information and the fight against corruption, compliance with the requirements of the Code of Ethics
The head of the Internal Audit Division reports to the Board of Directors and is appointed and dismissed by the sole executive body based on a decision of the Board of Directors. The Audit Committee of the Board of Directors regularly reviews reports of the internal auditor and evaluates his or her performance.
The activities of the Internal Audit Division are governed by the Regulation on Internal Audit of the Open Joint-Stock Company M.video, approved by the Company’s Board of Directors (minutes No. 94/2014 of 15 December 2014).
Subordination and reporting
- Functional subordination to the sole executive bodies
Tasks and functions
- Organisation and coordination of work to build a risk management system
- Identification and assessment of risks, approaches to risk response
- Ensuring the effective operation of the risk management system
- Methodological support for the internal control and risk management system
The objectives of internal control within the Company are as follows:
- the timely identification and analysis of risks involved in the Company’s activities;
- ensuring the veracity of financial and management information and reporting;
- implementation of the Company’s financial and business plans;
- safeguarding assets and ensuring the efficient use of resources;
- assistance in building the optimal organisational structure for the Company;
- compliance with the requirements of the current regulatory legal acts of the Russian Federation and the Company’s internal procedures.
In 2018, the Board of Directors highly rated the performance of the Company’s internal control and risk management system. This system makes it possible to protect the interests of shareholders and the Company’s assets, thereby strengthening investor confidence in the Company and its executive bodies. The Company’s risk management and internal control system provides for an objective, fair and clear picture of the Company’s current state and prospects, the integrity and transparency of the Company’s reporting, and the reasonableness and acceptability of the risks taken by the Company.
For the risk management and internal control system to function effectively, the Company has established an Internal Control and Risk Management Department.
External auditor
PJSC M.video engages an external auditor who carries out an audit of the Company’s financial and business operations. The external auditor is approved by the General Meeting of Shareholders.
The objectivity of the choice of the external auditor is ensured through a tender procedure.
In accordance with the Company’s Charter, the issue of determining the amount of payment for the external auditor’s services falls within the remit of the Board of Directors.