Mexico, D.F. February 15, 2013
To the Board of Directors of El Puerto de Liverpool, S. A. B. de C. V.
We, the undersigned, appointed to comprise the Audit and Societary Practices Committee of the company, El Puerto de Liverpool, S. A. B. de C. V. (hereinafter, the Company), and in compliance with article 43 of the Mexican Securities Act, do hereby submit the following report on activities carried out.
We held four Committee meetings at which, among other matters, we addressed the following:
I. The Company’s regular stockholders’ meeting, held on March 8, 2012, appointed Mr. Pedro Velasco Alvarado as President of the Audit and Societary Practices Committee for the year 2012.
II. With regards to the audit:
a) We evaluated the external audit plan and the professional services proposal accepted by management, and recommended to the Board of Directors that it appoint the firm, PricewaterhouseCoopers, through its audit partner, certified public accountant, Mr. José Luis Guzmán Ortiz, as independent auditor to report on the financial statements of the Company and of its Subsidiaries, corresponding to the year ended December 31, 2012.
b) We evaluated that the Company has the internal and external mechanisms with which to guarantee compliance with the laws and regulations applicable to it.
c) We reviewed the Company’s accounting policies, as well as the impact of such policies, on the financial statement figures at December 31, 2012 and 2011, obtaining assurance that the financial information is presented correctly.
d) We reviewed the organization and functioning of the Company’s internal audit department; we read its annual report on activities carried out in year 2012, relevant findings and its audit plan for year 2013.
e) We evaluated that the Company has the systems, policies and operating procedures that permit us to consider that it has a proper internal control and accounting records environment.
f) We reviewed the Company’s degree of adhesion to the Best Corporate Practices Code recommended by the Mexican Stock Market, in accordance with the report with information at December 31, 2011, presented on April 27, 2012.
g) We were informed as to the lawsuits and litigations in process, as well as of the results of those already concluded.
h) We reviewed the consolidated financial statements at December 31, 2012, the corresponding notes thereto, and the audit report thereon, issued by the independent auditors.
i) We were made aware of the status of the reserves and estimates included in the financial statements at December 31, 2012.
j) We were informed as to the independent auditors’ observations and recommendations related to the examination of the consolidated financial statements at December 31, 2011.
k) We were informed as to the activities for the prevention of money laundering associated with the Liverpool Premium Card and the Galerias Fashion Card (VISA).
III. With regards to societary practices:
a) We consider that the performance of senior management has been adequate and efficient, considering the circumstances under which such management has performed its duties.
b) We were informed as to the transactions with related parties, evaluating that the amounts thereof are not significant in relation to the Company’s operations, and that such amounts are in accordance with market conditions.
c) Generally speaking, we were informed as to the criteria of the assignment of the overall remunerations made to the Company’s relevant directors. We consider such remunerations to be reasonable and that they are in accordance with market conditions.
As a result of the activities carried out by this Committee, and in accordance with the opinion of the Company’s independent auditors, we are pleased to recommend that the Board of Directors submit the financial statements of El Puerto de Liverpool, S. A. B. de C. V. and Subsidiaries at December 31, 2012, in the terms in which such statements have been prepared by the Company’s Management, and presented to the Stockholders’ Meeting for its approval.
Sincerely,
The Audit and Societary Practices Committee
Sr. Luis Tamés Lic. Pedro Velasco C. P. Juan Miguel Gandoulf
