CORPORATE GOVERNANCE REPORT 5Management and oversight of the Company Meetings of the Committee are held in English and French, with, at the • their recommendations and the follow-up work carried out, request of any member of the Committee, a simultaneous translation – by reviewing how the regulatory internal control obligations into French and English by an interpreter. apply; Work of the Audit Committee > reporting to the Supervisory Board on (i) the conduct of its engagements (ii) the results of the statutory audit engagement, Duties how this engagement contributed to the integrity of the financial information and its role in the process; The Committee is tasked by the Supervisory Board with: > immediately informing the Supervisory Board of any difficulties > reviewing and assessing the financial documents issued by the encountered. Company and with monitoring the process of preparing financial The following people attend the Committee meetings: the Chairman of information and, where appropriate, issuing recommendations to the Executive Board, the members of the Executive Board (including safeguard its integrity; the Chief Financial Officer), representatives of the Statutory Auditors. > monitoring the effectiveness of: The Deputy Chief Financial Officer, the Head of Accounting and the > the Company’s external audit: Director of Internal Control also attend the meetings. – by issuing a recommendation to the Supervisory Board on the The Audit Committee may also, in accordance with its internal rules, Statutory Auditors proposed for appointment at Klépierre’s hear any person it wishes, including all external experts, ask the Annual General Meeting in accordance with the applicable Executive Board to conduct any hearing and give it any information regulations, that it requests. – by monitoring the performance by the Statutory Auditors Work of the Audit Committee in 2017 of their engagement, in the light of any observations and The Audit Committee met three times in fiscal year 2017, with an conclusions stated by the Haut Conseil du Commissariat attendance rate of 100%. Its work focused mainly on: aux Comptes (French regulatory body for Statutory Auditors) following the controls conducted in accordance with the law, > reviewing the annual and interim parent company and consolidated and by reviewing with the Statutory Auditors every year: financial statements, reviewing material subsequent events and their • their work programs, impact and reviewing off-balance sheet commitments and risks; • the conclusions they drew on the basis of their work, > reviewing the annual and interim parent company and consolidated financial statements, reviewing material subsequent events and their • their recommendations and the follow-up work carried out, impact and reviewing off-balance sheet commitments and risks; – by making sure that the Statutory Auditors satisfy the > analyzing accounting changes in the context of first-time independence requirements applicable to them, application of the fair value method; – by taking the requisite measures pursuant to Article 4-3 > monitoring key indicators; of Regulation (EU) 537/2014 and by ensuring that the > monitoring financial ratios; requirements of Article 6 of said regulation are met. To this end, the Audit Committee will discuss with the Statutory > monitoring expertise and expert methodology; Auditors the evidence supporting their compliance with the requirements in terms of the length of appointments, > conducting a tax review of the Group; prohibited services and caps on fees, > reviewing the accounting treatment of the share buyback program; – by approving the provision to the Group, either in France or > allocating goodwill from the Corio acquisition; elsewhere, by the Statutory Auditors or members of their network, of non-statutory audit services as provided for in the > the impact of the new IFRS 9 and 15; applicable internal procedure, and in particular after analyzing > reviewing capital gains on disposals; the threats to the independence of the Statutory Auditors and the safeguards applied by them, > the engagements of the Statutory Auditors and the fee budget – by taking receipt of the supplemental report to the Statutory proposed for fiscal year 2018; Auditors’ audit report and by discussing with them the issues > reviewing the audit conclusions issued by the Statutory Auditors, raised in this report; their budget for 2017 and their declaration of independence; > Klépierre’s internal control and risk management systems, > reviewing 2017 actions by internal control (risk management, and internal audit function concerning procedures for the internal audit, and ethics) and approval of its 2018 action plan; preparation and processing of accounting and financial > reviewing the Sapin 2 Law. information: – by evaluating internal control, risk management and internal audit systems with Klépierre’s internal control managers, – by reviewing with them: • the work programs and plans of action in relation to internal controls, • the conclusions drawn on the basis of the work performed and actions taken, 236 KLÉPIERRE 2017 REGISTRATION DOCUMENT