Mexico, D.F., February 13, 2015
To the Board of Directors of
El Puerto de Liverpool, S.A.B. de C.V.
We, the undersigned, appointed to form part of the Audit and Societary Practices Committee, do hereby submit the report on activities performed, in compliance with article 43 of the Securities Market Act.
We held four Committee meetings, during which we addressed the following points, among others:
I. The Company’s General Stockholders’ Meeting held on March 6, 2014, appointed Mr. Pedro Velasco as President of the Audit and Societary Practices Committee for 2014.
II. With regards to the audit:
- We evaluated the external audit plan and the professional services proposal accepted by management, and recommended to the Board of Directors that they designate the firm, PricewaterhouseCoopers, through its audit partner, Mr. José Luis Guzman Ortiz, as the independent auditor to audit the financial statements of the Company and its Subsidiaries, corresponding to the year ended December 31, 2014
- We considered that the Company has the internal and external mechanisms that guarantee compliance with the laws and regulations applicable to it.
- We were informed with regards to the Company’s accounting principles, as well as their impact on the financial statement figures at December 31, 2014 and 2013, assuring that they the financial information is reported correctly.
- We followed up on the organization and functioning of the Company’s Internal Audit Department; we heard its annual report of activities for 2014, the relevant findings and its audit plan for 2015.
- We determined that the Company has the operating systems, policies and procedures to consider that it has an appropriate internal control and accounting records environment.
- We were informed as to the Company’s level of compliance with the Best Corporate Practices Code recommended by the Mexican Stock Exchange, per the information reported at December 31, 2013, filed on June 30, 2014.
- We were informed as to lawsuits and litigations in process, and the results of those already concluded.
- We reviewed the consolidated financial statements at December 31, 2014, the notes thereto, and the audit report thereon, issued by the independent auditors.
- We were informed as to the status of the reserves and estimates included in the financial statements at December 31, 2014.
- We were informed as to the observations and recommendations of the independent auditors, related to the audit of the consolidated financial statements at December 31, 2013.
- We were informed as to the statistics of transactions reported to the authorities in compliance with the rules on the prevention of money laundering.
III. With regards to societary practices:
- We consider that senior management’s performance has been adequate and efficient, considering the circumstances under which such management has carried out its duties.
- We were informed as to the transactions with related parties, determining that the terms and conditions in which such transactions were carried out are in conformity with market conditions.
- We were informed in general terms, as to the criteria of assignment of the total remunerations paid to the Company’s directors. We consider such remunerations to be reasonable and to adjust to market conditions.
As a result of the activities carried out by this Committee, and of the opinion expressed by the Company’s independent auditors, we hereby 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, 2014 to the Stockholders’ Meeting for its approval, in the terms in which such statements have been prepared and submitted by the Company’s management.
Sincerely,
The Audit and Societary Practices Committee
Juan Miguel Gandoulf
Pedro Velasco
Luis Tamés
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