Mexico City; February 17, 2017
To the Board of Directors of
El Puerto de Liverpool, S. A. B. de C. V.
We, the undersigned, designated to form the Company’s Audit and Corporate Practices Committee, do hereby present the report on activities developed, in compliance with article 43 of the Mexican Securities Act.
We held four sessions of the Committee, at which the following points, among others, were addressed:
The Company’s General Shareholders’ meeting held on March 3, 2016, appointed Mr. Jorge Antonio Salgado Martínez as President of the Audit and Corporate Practices Committee for the year 2016.
II. In regards to the audit:
- a) We reviewed the external audit plan and the professional services proposal accepted by management and recommended that the Board of Directors appoint the firm, PricewaterhouseCoopers, as the independent auditor to audit the financial statements of the Company and those of its Subsidiaries, corresponding to the year ended December 31, 2016.
- b) We evaluated that the Company has both the internal and external mechanisms in place, that afford reasonable assurance of compliance with all applicable Laws and Regulations.
- c) We reviewed the Company’s accounting record policies, as well as the impact thereof, on the financial statement figures at December 31, 2016 and 2015, obtaining assurance that the financial information is presented correctly.
- d) We examined the organization and functioning of the Company’s Internal Audit Department; we read its annual report of activities for the year 2016, the significant findings, and its audit plan for the year 2017.
- e) We verified that the Company has operating procedures, policies and systems in place, that allow us to consider that it has a proper internal control and accounting records environment.
- f) We became familiar with the degree of the Company’s compliance with the Best Corporate Practices Code recommended by the Mexican Stock Exchange, per the report with information at December 31, 2015, filed on June 30, 2016.
- g) We were informed as to the lawsuits and litigations in progress, as well as to the results of those already concluded.
- h) We reviewed the consolidated financial statements at December 31, 2016, the notes thereto, and the audit report thereon, issued by the Independent Auditors.
- i) We were informed as to the status of the reserves and estimates included in the financial statements at December 31, 2016.
- j) We became familiar with the observations and recommendations of the External Auditors, related to the examination of the consolidated financial statements at December 31, 2015.
- k) We reviewed the statistics of the transactions reported to the authorities in compliance with the regulations for the prevention of money laundering.
III. On the matter of corporate practices:
- a) We consider that the performance of senior management has been appropriate and efficient, taking into account the circumstances under which they have performed their duties.
- b) We were informed as to the transactions with related parties, evaluating that their amounts are not significant with respect to the Company’s operations, and that they adhere to market conditions.
- c) We performed an overall review of the criteria of assignment of the comprehensive remunerations of the Company’s directors; we consider such remunerations to be reasonable and in line 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 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, 2016, in the terms in which such statements have been prepared and presented by the Company’s management, to the Shareholders’ General Assembly, for the approval of the latter.
The Audit and Corporate Practices Committee