LegalPCF Group
Regulamin Komitetu Audytu Rady Nadzorczej
28 Jun 20226 pages~6 min full read
The Audit Committee of PCF Group S.A. is mandated to oversee financial reporting, internal control systems, and the independence of external auditors in accordance with the Polish Act on Statutory Auditors and GPW Best Practices.
The committee holds the authority to independently demand documentation from the company and hire external experts at the expense of PCF Group S.A. without requiring mediation from the full Supervisory Board.
Operational requirements dictate that the committee must convene at least four times per year, with the Chairperson holding a tie-breaking vote for all resolutions passed by an absolute majority.
Committee members are appointed by the Supervisory Board for terms that align with the board's own tenure.
The committee is responsible for reviewing annual and interim financial statements and providing a formal written report of its activities to the Supervisory Board on an annual basis.
PCF Group S.A. is responsible for providing all necessary administrative support and covering all operational costs incurred by the committee.
This regulatory document establishes the organizational framework and operational procedures for the Audit Committee of the Supervisory Board of PCF Group S.A., a Warsaw-based joint-stock company. The primary purpose of the committee is to monitor financial reporting processes, oversee the effectiveness of internal control and audit systems, and ensure the independence of external auditors. Its scope is governed by the Polish Act on Statutory Auditors, Audit Firms, and Public Oversight, as well as the Best Practices of GPW Listed Companies.
The committee is composed of members appointed by the Supervisory Board, with terms aligned with the board's tenure. Key responsibilities include reviewing annual and interim financial statements, recommending the selection of audit firms, and discussing critical audit findings with management and external auditors. To fulfill these duties, the committee is granted broad powers to demand documentation and explanations from the company without mediation from the full Supervisory Board. It also maintains the authority to hire external experts at the company's expense.
Operational guidelines mandate that the committee meet at least four times per year. Meetings are convened by the Chairperson, with provisions for electronic notification and emergency sessions. Decisions are made via resolutions passed by an absolute majority of votes, with the Chairperson holding a tie-breaking vote. The committee is required to provide regular updates and an annual written report of its activities to the Supervisory Board to facilitate the board's year-end assessment of the company. Administrative support and operational costs are borne entirely by PCF Group S.A.
