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1. Overview

4. Financial statements

3.

Management report

2. Business review

Rothschild & Co | Annual Report 2017   

195

Verification of the Management report

and of the other documents provided

to Shareholders

We have also performed, in accordance with professional standards

applicable in France, the specific verifications required by French Law.

We have no matters to report as to the fair presentation and the consistency

with the financial statements of the information given in the management

report of the Managing partner and in the other documents provided to

Shareholders with respect to the financial position and the financial

statements.

We certify that the report of the Supervisory Board on corporate governance

contains the information required by Articles L.225-37-3 and L.225-37-4 of

the French

Code de commerce

.

Concerning the information given in accordance with the requirements of

Article L. 225-37-3 of the French Commercial Code (

Code de commerce

)

relating to remuneration and benefits received by the directors and any

other commitments made in their favour, we have verified its consistency

with the financial statements, or with the underlying information used

to prepare these financial statements and, where applicable, with the

information obtained by your company from controlling and controlled

companies. Based on this work, we attest the accuracy and fair

presentation of this information.

Regarding the information relating to items that your Company has

considered likely to have an impact in the event of a takeover or exchange

offer, provided pursuant to the provisions of Article L.225-37-5 of the French

code de commerce, we verified their compliance with the documents from

which they came and which were communicated to us. On the basis of this

work, we have no comments to make on this information.

In accordance with French law, we have verified that the required

information concerning the purchase of investments and controlling

interests and the identity of the shareholders and holders of the voting

rights has been properly disclosed in the management report.

Report on other legal and regulatory

requirements

Appointment of the statutory auditors

We were appointed as statutory auditors of Rothschild & Co by the General

Meeting held on 29 September 2005 for KPMG and on 24 June 2003 for

Cailliau Dedouit et Associés.

As at 31 December 2017, KPMG S.A. and Cailliau Dedouit et Associés

were in the 13

th

year and 15

th

year of total uninterrupted engagement,

of which 13 and 15 years respectively since securities of the Company

were admitted to trading on a regulated market, respectively.

Responsibilities of Management and

those charged with governance for the

Financial Statements

Management is responsible for the preparation and fair presentation of

the financial statements in accordance with French accounting principles

and for such internal control as management determines is necessary to

enable the preparation of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for

assessing the Company’s ability to continue as a going concern, disclosing,

as applicable, matters related to going concern and using the going concern

basis of accounting unless it is expected to liquidate the Company or to

cease operations.

The Audit Committee is responsible for monitoring the financial reporting

process and the effectiveness of internal control and risks management

systems and where applicable, its internal audit, regarding the accounting

and financial reporting procedures.

The financial statements were approved by Management.

Statutory Auditors’ Responsibilities for the

Audit of the Financial Statements

Objectives and audit approach

Our role is to issue a report on the financial statements. Our objective is

to obtain reasonable assurance about whether the financial statements

as a whole are free from material misstatement. Reasonable assurance

is a high level of assurance, but is not a guarantee that an audit conducted

in accordance with professional standards will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error

and are considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users taken

on the basis of these financial statements.

As specified in Article L.823-10-1 of the French Commercial Code (

Code de

commerce

), our statutory audit does not include assurance on the viability

of the Company or the quality of management of the affairs of the Company.