10.03.2020

Organization of control over the financial and economic activities of the enterprise. Control over the financial and economic activities of the company


The system of control over the financial and economic activities of the company is aimed at ensuring the confidence of investors in the company and its management bodies. The main purpose of such control is to protect the investments of shareholders and the assets of the company.

This goal can be achieved by solving the following tasks:

    adoption and enforcement of the financial and economic plan;

    establishing and enforcing effective procedures internal control;

    ensuring an effective and transparent management system in the company, including the prevention and suppression of abuses by the executive bodies and officials of the company;

    prevention, identification and limitation of financial and operational risks;

    assurance financial information used or disclosed by the public.

It is recommended that control over the financial and economic activities of the company be carried out by the company's board of directors and its audit committee, the company's audit commission, the company's control and audit service, as well as an independent audit organization (auditor) of the company.

The system of control over the financial and economic activities of the company

No system of control over the financial and economic activities of a company can guarantee the prevention of events leading to unforeseen losses. However, the establishment of an effective system of internal control reduces the likelihood of such losses.

The Company must ensure the creation and effective functioning of a system of daily control over financial and economic activities.

In order to exercise control over the financial and economic activities of the company, the legislation provides for the creation of a special body in the company - an audit commission, as well as the involvement of an independent audit organization(auditor).

However, to ensure truly effective control, it is necessary to conduct daily internal control over the procedure for carrying out all business operations of the company.

For the purposes of this Code, internal control means control over the financial and economic activities of the company (including the execution of its financial and economic plan) by structural divisions and bodies of the company. Internal control procedures include procedures for carrying out transactions within the framework of the financial and economic plan, as well as procedures for identifying and performing non-standard transactions. Internal control procedures also include risk management.

Internal control allows you to quickly identify, prevent and limit financial and operational risks, as well as possible abuse by officials. Thus, properly organized internal control reduces the costs of society and contributes to the effective management of its resources.

To organize internal control in a company, it is recommended to create a control and audit service - structural subdivision company responsible for daily internal control and independent of the executive bodies of the company. The procedure for appointing employees of the control and audit service is recommended to be determined in the charter of the company. The structure and composition of the control and audit service, the requirements for employees of this service, it is recommended to determine in the company's internal document approved by the board of directors.

The system of control over the financial and economic activities of the company is designed to ensure the exact implementation of the financial and economic plan, which is approved by the board of directors of the company. The Board of Directors also plays important role in organizing control over the financial and economic activities of the company.

For effective implementation by the board of directors of direct control over the financial and economic activities of the company and, above all, over the execution of its financial and economic plan, the board of directors of the company is recommended to create a special committee of the board of directors responsible for this area of ​​activity - the audit committee.

The activities of the control and audit service are controlled by the board of directors directly and (or) through the audit committee.

It is recommended to delineate the competence of the bodies and persons involved in the development, approval, application and evaluation of the effectiveness of internal control procedures included in the system of control over the financial and economic activities of the company.

In order for the internal control procedures and the risk management system to work effectively, it is recommended to separate the responsibilities for the application and evaluation of the effectiveness of such procedures. It is recommended that the development of internal control procedures be carried out by the executive bodies together with the control and audit service of the company and the audit committee.

The approval of such procedures should be attributed to the competence of the board of directors of the company.

The application of internal control procedures should be the responsibility of the executive bodies.

Responsibilities for evaluating the effectiveness and preparing proposals for improving the internal control procedures in place in the company are recommended to be assigned to the audit committee of the board of directors of the company.

The composition of the audit committee, the audit commission and the control and audit service of the company should allow effective control over the financial and economic activities of the company.

In order to ensure proper objectivity in exercising control over the financial and economic activities of the company, it is recommended to include only independent directors in the audit committee. Where this is not possible due to objective reasons, the audit committee should be chaired by an independent director and consist of independent and non-executive directors.

The charter of the company is recommended to establish specific requirements for the professional qualifications of members of the audit committee, the audit commission of the company and the control and audit service of the company. In particular, it is recommended that the members of the audit committee have specialized knowledge of the basics of accounting and financial reporting.

It is recommended that the head of the control and audit service of the company and at least two thirds of its employees, with the exception of technical personnel, have a higher economic (financial) or legal education. In addition, it is recommended that the work experience of the head of the control and audit service in accordance with the education received be at least 5 years.

The personal qualities of the members of the audit committee, the audit commission and employees of the control and audit service should not raise doubts that they will act in the public interest, therefore it is recommended to appoint persons with an impeccable reputation to these positions. At the same time, the commission by a person of a crime in the sphere of economic activity or against state power, the interests of public service and service in local governments, as well as an administrative offense, primarily in the field of entrepreneurial activity, in the field of finance, taxes and fees, market valuable papers, is one of the factors negatively affecting its reputation.

One of the reasons to doubt that the members of the audit committee, the audit commission and employees of the control and audit service will act solely in the interests of society is the presence of a conflict of interest caused by their participation in other legal entities, membership in management bodies or holding positions in other legal entities. Therefore, it is not recommended that the members of the audit committee, the audit commission or employees of the control and audit service be persons holding positions in the company or legal entity competing with society.

Employees of the control and auditing service appointed to exercise internal control must be independent of the executive bodies of the company. Otherwise, they will be "under pressure" from the executive bodies and will not be able to exercise effective control over the performance of business transactions, including when checking the feasibility of performing non-standard transactions, as well as when exercising subsequent control over business transactions carried out within the framework of the financial and economic plan. .

In order to ensure the independence of the employees of the control and audit service from the executive bodies and exercise proper control over their activities, it is recommended that the chairman of the board of directors conclude contracts with the head of the control and audit service on behalf of the company. It is recommended that members of the Board of Directors conclude agreements with employees of the control and audit service, and it is advisable that such agreements be concluded by members of the Board of Directors who head the HR and Compensation Committee and the Audit Committee.

Directly at the meetings of the audit committee on the implementation of the financial and economic plan, compliance with internal control procedures in the company, risk management, non-standard operations, the head of the company's control and audit service, other officials of the company, as well as representatives of the audit organization are heard. It is recommended that audit committee meetings be held regularly as needed, but at least once a month (scheduled meetings).

If issues related to the activities of the audit committee are submitted to the meeting of the board of directors of the company, it is recommended that the meeting of the audit committee be held before the meeting of the board of directors. At the same time, the audit committee must provide the board of directors with its recommendations in relation to any issues the decision on which is taken by the board of directors.

Control over the performance of business transactions

The financial and economic operations of the company, carried out within the framework of the financial and economic plan, are subject to subsequent control.

It is recommended that the company provide that, within a reasonable time after the completion of each financial and economic transaction, the company's control and audit service is provided with documents and materials necessary and sufficient for a reasonable and unambiguous conclusion about the compliance of the transaction with the financial and economic plan of the company and the procedure established in the company for making such operations. The period during which such materials and documents must be submitted to the control and audit service, as well as the responsibility of officials and employees of the company for their failure to submit them within this period, are established by the relevant internal document of the company.

The control and auditing service checks the submitted documents and materials for compliance with their internal control procedures approved by the company, including the availability of the necessary approvals from the heads of the company's divisions, if they are required in accordance with the established procedure, as well as the availability of funds in the financial and economic plan of the company provided for the performance of a certain business transaction.

Non-standard transactions require prior approval of the board of directors of the company.

The financial and economic plan is the main document regulating the financial and economic activities of the company. All business transactions must be carried out in accordance with this plan. At the same time, in the process of carrying out financial and economic activities, it may be necessary to perform transactions that go beyond the limits established by the financial and economic plan of the company (non-standard transactions).

Therefore, in the financial and economic plan of the company, it is recommended to unambiguously determine which operations can be performed within a certain area of ​​the company's activities and what funds are provided for certain areas of its activity. Thus, operations not provided for by the financial and economic plan will be non-standard.

With regard to non-standard transactions that actually violate the financial and economic plan, it is recommended to establish a special procedure for their performance in the company's internal documents, which should be provided for in the company's charter.

Since transactions that go beyond the financial and economic plan violate the main document of the company's financial and economic activities, the procedure for their performance should be stricter than the procedure for performing transactions provided for by the financial and economic plan.

First of all, it is necessary to determine why the execution of this operation was not provided for in the financial and economic plan, how necessary it is and whether it is possible to postpone it. All arguments must be evaluated by persons who have no interest in the commission of this non-standard operation and are not under the influence of executive bodies. At the same time, these persons must have the necessary qualifications to assess the feasibility of this operation. Such persons should be employees of the control and audit service of the company.

In this regard, in order to perform non-standard transactions, their preliminary assessment by the control and audit service of the company is necessary. Based on the results of the analysis of each non-standard operation, the control and audit service prepares recommendations for the board of directors regarding the appropriateness of such an operation. If necessary, the control and audit service may apply for additional clarifications to the executive bodies of the company.

It is recommended that the internal documents of the company provide for the right of the board of directors to make decisions on any non-standard operation and, if necessary, make appropriate changes to the financial and economic plan. It is also recommended that the board of directors of the company be given the right to prohibit the executive bodies from performing any non-standard operation, and such a ban must be motivated.

All members of the audit committee must have unrestricted access to any documents and information of the company. Such access is necessary for the audit committee to perform its functions.

Great assistance in obtaining information to the audit committee can be provided, first of all, by the control and audit service, which exercises daily control over the execution of the financial and economic plan. In addition to employees of the control and audit service, the necessary information can be obtained from other officials and employees of the company, as well as from the audit organization (auditor) of the company.

To this end, it is recommended that the head of the control and audit service at each scheduled (and, if necessary, at an unscheduled) meeting of the audit committee report on the implementation of the financial and economic plan and deviations from it. In addition, it is recommended to invite representatives of the audit organization (auditor) and other company officials to meetings of the audit committee, whose presence is necessary for the committee to perform its duties.

In order for the board of directors of the company to receive full information about violations that occur in the course of business operations, it is recommended that the audit committee regularly submit for consideration at meetings of the board of directors conclusions on violations identified during the relevant period of the company's activities. Conclusions on identified violations are also recommended to be submitted to the audit commission of the company. Such conclusions should contain comprehensive information about the violations found, including about the persons responsible for their commission, as well as about the reasons and conditions that contributed to their commission. The conclusions of the company's audit committee may contain recommendations on ways and means to prevent such violations in the future.

In addition, it is recommended that the reports of the audit committee include information regarding the analysis of commercial and other risks associated with specific transactions and operations of the company, and the assessment of the adequacy of risk management and control systems. The audit committee is encouraged to ensure the stability of such controls.

Organization of the activities of the audit commission

The procedure for carrying out inspections by the audit commission of the company should ensure the effectiveness of this mechanism of control over the financial and economic activities of the company.

In accordance with the legislation, annual and extraordinary audits are one of the main mechanisms for monitoring the financial and economic activities of the company. During an extraordinary audit, both a separate business transaction of the company and business transactions for a separate period of time.

All organizational matters conducting audits, it is recommended to determine the persons directly responsible for conducting audits at meetings of the audit commission of the company.

The legislation does not determine the necessary quorum for decision-making at meetings of the company's audit commission. At the same time, in order for decisions to be made truly collectively, it is recommended that the quorum for holding a meeting of the Audit Commission be at least half of the number of elected members of the Audit Commission.

Decisions at a meeting of the audit commission should be made by a majority vote of the members of the audit commission participating in the meeting. The transfer of voting rights of a member of the audit commission to another person, including another member of the audit commission, is not allowed.

In order to prevent unreasonable delay of inspections in the internal documents of the company, the timing of their conduct should be determined.

It is recommended that an extraordinary audit of the financial economic activity of the company was started no later than 30 days from the date of receipt of the shareholders' request for its holding or the minutes of the general meeting of shareholders or the board of directors. Its duration should not exceed 90 days.

In order to streamline the procedure for conducting audits, the board of directors of the company is recommended to approve the Regulations on the conduct of audits of the financial and economic activities of the company by the audit commission.

The conclusion of the audit commission must be signed by all members of the audit commission personally. A member of the audit commission who expressed disagreement with the opinion of the audit commission has the right to prepare a dissenting opinion, which is attached to the opinion of the audit commission and is an integral part of it.

If a member of the audit commission did not sign the opinion and did not prepare a dissenting opinion, the reasons for this must be indicated in the opinion.

It is recommended that the opinion of the audit commission based on the results of an extraordinary audit of the financial and economic activities of the company be submitted to the audit committee and the initiator of the extraordinary audit through the secretary of the company within 3 days after the completion of the audit.

The effectiveness of control over the financial and economic activities of the company increases when the audit commission works in close cooperation with the audit committee. It is recommended that it provide this committee with full information about its activities, investigations and opinions.

Auditing

The audit should be carried out in such a way that it would result in obtaining objective and complete information about the activities of the company.

Shareholders of the company, potential investors and others interested persons form an opinion about society based on information about its activities.

An important source of information about the company's activities, including negative information, is the opinion of an independent audit organization (auditor). Such an opinion should disclose the shortcomings in the financial and economic activities of the company in accordance with the standards audit activity used in the preparation of an opinion on the activities of the company. The professional competence of auditors, honesty and responsibility in the performance of their duties are the principles that audit organizations (auditors) must observe in the course of their work.

Auditors must be objective and, therefore, maintain independence in relations with the executive bodies and officials, its shareholders, members of the board of directors of the company. Legislative provisions, auditing standards and principles of professional conduct are designed to ensure the application of this principle in practice.

In addition, since the audit organization (auditor) during the audit of the financial and economic activities of the company receives information, the disclosure of which may have adverse consequences for the company, the preservation of the information obtained as a result of the audit confidential information is also an important ethical requirement for an audit organization (auditor).

The company must take all necessary measures to ensure that the general meeting of shareholders approves the auditor of the company from among the audit organizations (auditors) that have a solid reputation and conduct their activities in accordance with the above principles.

Auditing annual reports is one of the most important elements of financial control. When analyzing the audit reports received, shareholders may have questions about the content of the audit report and the conclusions drawn therein.

In this regard, it is recommended that audit organizations (auditors) take part in the general meetings of shareholders and answer any questions asked by shareholders regarding the audit reports submitted to the general meeting of shareholders.

During audit audit organizations (auditors) should make every effort to identify abuses or violations of legal requirements by the company and bring information about these violations to the board of directors (through the audit committee in order to eliminate them). This increases shareholders' confidence in the results of the audit.

All violations of the current legislation and the rules established in the company, identified during the audit in the activities of the executive bodies of the company, in the actions of its officials and employees, are recommended to be reported to the audit committee for action.

Auditing organizations (auditors) can identify violations, but cannot correct them. When any violations are revealed, the executive bodies are obliged to take the necessary measures to eliminate violations and minimize their consequences.

In addition, when violations are identified, audit organizations should require correction of information included in regularly disclosed reports on the company's business activities.

Control over the elimination of identified violations is a guarantee of their elimination and ensures the reliability of the information provided to shareholders. It is recommended that such control be entrusted to the company's audit committee.

Auditing organizations (auditors) check the compliance of the financial statements used by the company with Russian rules accounting, and if the company is preparing to enter the international market and assumes obligations to follow international financial reporting standards, then for compliance international standards.

The Board of Directors, as the body of the company responsible for preparing issues submitted to the general meeting of shareholders, including the issue of choosing the company's auditor, is primarily interested in choosing an independent audit organization (auditor) capable of conducting an effective and objective audit of the financial and economic activities of the company .

In this regard, it is recommended that the audit committee evaluate candidates for audit organizations (auditors) of the company and provide an assessment of such candidates to the board of directors, and the board of directors substantiate its recommendations regarding the selection of an audit organization on general meeting shareholders of the company.

Lecture plan

  • 2.1 Types of control and their classification
  • 2.2 Techniques and methods used in the control
  • 2.3 Supervisory authorities

test questions

Types of control and their classification

For the purpose of a deeper study of the essence, principles of construction, forms of organization and methods of control, it becomes necessary to classify it.

When classifying controls by type, they distinguish ( state control, internal control, audit control, public control):

  • 1. State control - carried out by state authorities and administrations and administrative bodies. According to the target orientation, state control, in turn, is divided into:
    • - National control - carried out throughout the state by public authorities, central governments. The goal is to improve production efficiency, achieve high end results, and better satisfy needs.
    • - Industry control - promotes effective development individual sectors of the economy. The goal is to identify reserves for increasing labor productivity, improving the quality of work, and developing scientific and technical progress in the industry.
    • - Specialized control - assigned to specialized inspectorates that verify compliance established order organization and conduct of certain business operations within their competence (veterinary, transport, immigration, licensing).
  • 2. Internal control - acts as an integral part of the corporate governance system and is carried out both directly by the management and other officials of an economic entity, and by its special control services or involved specialized organizations.
  • 3. Audit control - independent control over the activities of enterprises, carried out by auditors-entrepreneurs or audit firms. Purpose - Validation balance sheet and financial reporting, as well as the legality of operations performed at the enterprise, the correctness of their reflection in accounting.
  • 4. Public control - carried out by non-governmental organizations and individuals on the basis of voluntariness and gratuitousness. This includes control by trade unions and youth organizations. The goal is to check the solution of social issues in labor collectives, among the youth and at the place of residence of members of these organizations.

Depending on the subjects of control activities, control is divided into (non-departmental, departmental):

  • 1) non-departmental - involves the implementation of control functions, regardless of the departmental subordination of the audited business entities;
  • 2) departmental - carried out by a higher authority

according to the principle of administrative subordination. The competence of departmental control bodies extends to the implementation of verification of issues of this department and can, if necessary, go beyond its limits only for interconnected operations and with the consent of another interested department.

By the nature of control functions and the scope of their application, they distinguish (legal control, economic control, production and technical control):

  • 1. Legal control- carried out in the field government controlled, ensures the exact and strict observance of laws by all business entities and officials.
  • 2. Economic control - is carried out in the field of economic management and includes financial, accounting, auditing and statistical control.
  • 3. Production and technical control - carried out in the field production process and is a method of operational regulation of the production process.

Depending on the time of the control, they distinguish (Preliminary control, current control, subsequent control):

1. Preliminary control - carried out before the start of business transactions subject to control. The goal is to prevent the illegality and inappropriateness of business transactions.

The form of preliminary control plays an important role in the financial and economic activities of economic entities, and therefore it is advisable to use it primarily in internal control directly in the process of planning, budgeting and before the start of business plans.

2. Current control - is carried out directly in the process of business transactions. The goal is to promptly eliminate shortcomings, identify and disseminate positive experience.

The main advantage of current control is the ability to timely identify reserves for further growth in production, which, during the implementation of preliminary and subsequent control, may not be opened or not involved in the case.

3. Subsequent control - carried out after the completion of business transactions. The goal is to establish the reliability of reporting data, as well as to identify shortcomings or positive experiences.

Thanks to subsequent control, an objective assessment of the activities of economic entities and individual officials is ensured. This form of control is the most common and is used in the work of all economic control bodies.

Depending on the sources of control data, they distinguish (Documentary control, actual control):

1. Documentary control - control carried out according to documentary data. The sources of such data are primary and summary accounting documents, registers of synthetic and analytical accounting, business plans and enterprise reports and others.

The specificity of the sources of documentary control is that they can be both reliable and unreliable, complete and incomplete, which, of course, affects the choice of technical methods for its implementation, which are mainly related to the verification of documents.

2. Actual control - control carried out according to the inspection of the objects being checked in kind, i.e. by conducting an inventory of the actual availability and condition of storage of economic assets.

The advantage of actual control is that it provides unconditional reliability of control data. At the same time, the division of control into documentary and actual is to a certain extent conditional, since this distinction is based on various sources data.

According to the coverage of the inspected objects, control is distinguished (continuous, selective):

  • 1) continuous - checking objects (business operations) in a continuous manner, which is characterized by high labor intensity, in connection with which it is used in certain areas of the financial and economic activities of economic entities;
  • 2) selective - limited to checking a selective range of checked objects (business operations) according to existing methods their selection, on the basis of which conclusions are drawn based on the results of the control carried out on the basis of the sample.

According to the frequency of the event, we can distinguish:

  • 1) systematic (regular) control - is carried out, as a rule, with a certain frequency and is typical for state, internal and audit control;
  • 2) one-time (episodic) control - mainly due to certain public interests" (initiatives).

According to the methods of implementation, the following types of control are distinguished:

  • 1. Audit - a comprehensive and deep documentary and factual audit of the production, financial and commercial activities business entity for certain period time.
  • 2. Economic analysis - is to identify the impact of facts on the results of economic and financial activities of enterprises (unused resources, financial condition and solvency, property valuation, liquidity, etc.). Practical implementation economic analysis as a method of control, it is usually combined with other methods (checks, surveys, revisions).
  • 3. An economic dispute is a way to identify, observe the rule of law and ensure legal rights in the economic relations of enterprises, organizations and institutions. Economic disputes are resolved by the bodies of the Supreme Arbitration Court Russian Federation and courts of general jurisdiction.
  • 4. Investigation (investigation) - represents a method of control in which guilt is revealed individuals and the amount of damage they caused. The specificity of this method of control lies in the fact that it is carried out only by judicial and investigative bodies in the presence of the necessary signs of criminally punishable acts of individual officials.
  • 5. Inspection - is used in the practice of control in the preparation of a discussion or solution of certain issues of economic activity by studying them on the spot. It is organized, for example, to check the status warehousing, fire safety, labor protection, etc.

Checking the financial and economic activities of the institution is the most reliable and accurate method of confirming the fact that the organization is working productively, in accordance with applicable laws, and all its employees are working in good faith. It is recommended to organize audit activities on a regular basis, analyzing a full range of factors.

Checks as a way to go to success

Economic instruments were not invented by chance: they are all one way or another aimed at ensuring that the enterprise develops efficiently, quickly, achieves success and shows good profitability. To achieve these goals, management technologies were invented, but only their introduction in production still does not allow achieving the desired result. For maximum efficiency, it will be necessary to regularly organize audits of the financial and economic activities of the organization.

The best option is to involve third-party, independent specialist auditors. Experts who have high level qualifications, extensive work experience, can conduct an audit accurately, clearly, taking into account all important factors, and as a result, provide a report with conclusions and recommendations to optimize the work of the company. Audits of financial and economic activities cover different areas and aspects of management, which gives management a complete picture of what is happening in the company.

The work of the auditor: important features

The specialist who checks the financial and economic activity plan collects information about the processes at the enterprise and evaluates the completeness of the applied methods and accounting forms. The auditor examines how reliable the accounting of the company's activities is, and proposes to the manager a plan of measures that will improve the efficiency of the company. As a rule, the introduction of new techniques requires some effort. The auditor formulates recommendations to minimize and optimize them. As a result of innovations in the foreseeable future, the company will receive more high income against the backdrop of cost optimization.

Benefits of an audit

Conducting an audit of financial and economic activities is necessary because any modern business is a complex structure that includes accounting and taxation. Appeal to the auditor The best way obtain the results of an independent assessment of accounting at the enterprise. In the future, this makes it possible to clarify data on whether complete accounting is maintained, what shortcomings it has, and what errors are made systematically. Qualified external workers will offer ways to eliminate existing problems.

Checking the financial and economic activities of the enterprise involves a comprehensive study of the corporation, designed to identify:

  • financial position;
  • the company's obligations;
  • assets and liabilities.

According to the results of audits of financial and economic activities, information is revealed that is used with high efficiency for management decisions soon. But this task is very responsible, so it is impossible to entrust the audit to just anyone. It is recommended to involve external specialists: these are independent entities, ways to evaluate all processes without involving emotional, financial, or other personal interests. The auditor should have a thorough knowledge of applicable laws and understand the regulations, the main requirements in force in enterprises, as well as the mechanisms that optimize the workflow.

Main activities of the analysis

As a rule, the procedure for checking financial and economic activities is as follows:

  • study of documents;
  • analysis of economic data about the enterprise;
  • study of constituent, certification, license documentation;
  • study of personnel documentation, including aspects of duties, instructions, powers;
  • expert evaluation of the concluded agreements, analysis of the reliability of papers, compliance with the standards of laws, timeliness;
  • study of the credit component of the balance sheet;
  • analysis of the use of enterprise resources.

Methods of audit and verification of financial and economic activities:

  • study of documentation;
  • interviewing employees;
  • conducting personnel and workflow tests;
  • monitoring the work process;
  • analysis.

The latter is the application of mathematical tools, formal, logical rules and laws.

Audit task

Checking the financial and economic activities of a state institution, budgetary, private corporation - in a word, absolutely any business - pursues as the main goal to study and analyze the reporting. Against the background of the information received, it will be possible to draw conclusions about what reserves the organization has that are not yet involved in the work, but are acceptable for involvement in the production process.

So, an audit is an event that, as a result, has expert opinion, demonstrating what the reviewers came up with, what they were able to identify, and what improvements were found. Documents generated at the end of the audit are sent to the heads of the organization so that they can make an informed decision about which paths for the company's development will be most effective and efficient.

Event features

Carried out by freelance qualified specialists tax audit, verification of financial and economic activities is always individual. This means that the leaders outline the range of economic, financial, tax issues. It is on them that the attention of the inspectors is focused.

The more documents in the firm, the wider the range of aspects for analysis, the field of work and complexity terms of reference more, the longer the audit will take. If cooperation with third party, the price of the service will also depend on this. In general, the involvement of employees of the organization in the audit allows you to save on the event, but the best results show the checks performed by third-party auditors, since these persons are more objective.

Revision: inside view

As necessary, verification of financial and economic activities budget institution carried out with its own resources. As a rule, employees involved in internal control systems are used. If necessary, you can request the help of state institutions, bodies responsible for control, as well as independent structures. It is recommended to give preference to those who already have audit experience.

As a rule, an audit group is formed at the enterprise from among its own employees or from an invited organization. It will include controllers, experts, specialists in several areas. The work is regulated by the terms of reference drawn up at the very beginning, from which aspects follow, for the sake of identifying which an audit of the financial and economic activities of the enterprise is organized.

On the basis of the terms of reference, an action plan is formed indicating the timing and volume of information being processed. Plans are the basis for creating work schedules. An individual schedule is created for each of the commissions. As a result, joint efforts prepare an act of verification of financial and economic activities. In some cases, it will take the form of a report, sometimes it is drawn up as a conclusion. Apps are a must for it. How to apply the act of checking financial and economic activities in the future is up to the general director, the head of the organization. In particular, the practice of sending such paper to higher authorities is widespread.

Checks, control and trust

Why do we need to audit financial and economic activities? This is not just a method to make sure that the firm is efficient and reliable. It is also a tool that allows you to achieve the location and trust of investors, management bodies, and government authorities. At any commercial organization audit helps protect shareholders' money, public assets.

The company needs to organize:

  • availability and adoption of a financial, economic plan;
  • introduction of internal control;
  • ensuring a transparent management system to prevent abuse of power;
  • measures to prevent and detect risks associated with money, operations;
  • reliability of published data.

The audit of financial and economic activities is aimed at determining the extent to which all of the above items are implemented in practice. In order for the audit to be correct, a special committee can be organized, and control over the audit can be entrusted to the board of directors.

Control system: the path to success

To begin with, it is worthwhile to clarify one fact: no matter how modern, efficient, thoughtful and progressive the system of control over its expenses introduced at the enterprise is, this cannot serve as an absolute guarantee of the absence of unforeseen losses. On the other hand, the introduction of such a system reduces the risk of their occurrence.

Creating a system and its implementation in the workflow is a task that the company must solve on its own. At the same time, the activity control system must function every day, regularity is necessary. According to the law, the audit of financial and economic activities is the responsibility of the audit commission. In order for control to be effective enough, well-established mechanisms for daily monitoring of the dynamics of events must work within the corporation. Only such total monitoring of business transactions will completely eliminate the incorrectness of doing business.

Theoretical aspects

Before the company implements a system of regular daily monitoring of the company's activities, it is necessary to establish definitions of terms associated with the activities of the audit structure in internal documents.

The concept of “internal control” must be defined. It can be formulated in the following way: control over all types of management, financial transactions organization, including following the approved plan, in the context of divisions, departments, bodies available in the structure of the enterprise. The procedures that make up such control do not interfere with the actual operations, but allow you to find non-standard ones from among them and carry them out with high efficiency, without losses. Internal audit of financial and economic activities is also risk management.

Internal control: neglect is unacceptable

Regular audit is the most reliable method of identifying risks and preventing abuses. If it was possible to organize it efficiently and correctly, the company incurs lower costs with an increased quality of the management system. For maximum efficiency, a special department is created in the structure - a service responsible for audit control.

This is a unit that checks every day. It is important that it be independent of the executive bodies of the company. The charter must contain the rules according to which the employees of the audit department are selected. The composition, structure, requirements are determined in local regulations organization or other internal documentation. All papers related to the activities of the audit service must be approved by the chief executive of the company.

Efficiency and Reliability

Establishment of the audit commission allows to monitor the implementation of the economic, monetary plan of the enterprise. This is pre-approved by the chief executive of the organization or the board of directors. In the future, this governing body influences the work of the inspection body. In order for managers to effectively control the work process, they create an audit committee. He is responsible only for internal audits in the company. How the audit committee works CEO supervises either personally or through an audit committee.

It is recommended to set up the workflow in such a way that persons and bodies related to economic and financial activities have clearly limited competence, fixed on paper. Some should be responsible for developing internal controls, others for approval, someone should be responsible for applying the plan in reality, others for evaluating the result.

This approach allows to achieve the effectiveness of the management system in the enterprise. Experts advise assigning the responsibility for developing control procedures to the audit committee, the audit service and the executive structures of the company. Only the board of directors (or the CEO) can approve projects.

Responsibilities and application of measures in practice

The executive structures of the organization should be charged practical use control measures. Evaluation of efficiency, development of recommendations for improving the situation in the company should be entrusted to the audit committee. The composition of such is appointed, focusing on achieving maximum control over economic financial work.

In order for control to be established not only effective, but also objective, it is important that the audit committee includes independent persons, including managers. If objective reasons do not allow the selection of such a composition, an independent director is elected as the managing committee, and non-executive independent directors are included among the members.

Who do we include?

The charter should contain a mention of the qualifications of the members of the audit committee and the audit committee. It is necessary that persons have an education in the field of accounting, have an accurate idea of ​​​​what rules and regulations are used to prepare financial statements.

The optimal ratio of commission employees is as follows: two-thirds of the participants and the leader should be persons with higher economic, legal education. Without it, only technical workers can be. A person with at least five years of experience in the direction corresponding to the education received should be appointed as the head.

Particular attention in the selection of members of the audit commission is paid to the personal characteristics and qualities of potential members. None of them should raise doubts about their loyalty to the company, reliability and honesty, diligence and responsibility. It is recommended to choose only those employees whose reputation is impeccable, since the success of the audit directly depends on how all participants work for the interests of the company, and not for personal gain. It is categorically not recommended to allow those who have economic crimes, arbitrariness, offenses associated with entrepreneurship to participate in such a commission.

Another aspect that deserves special attention is the possible conflict of interest among the members of the audit committee. As soon as there is a suspicion of such a situation, the effectiveness of the check immediately decreases, and the reliability of the results decreases. So, if a member of the audit commission also holds a position, is a member of the governing body, due to which it will be in his interests to hide something from the overall picture of the enterprise, it is necessary to prevent his participation in the work. Based on this, it is worth excluding from the list of potential auditors in advance those who hold high positions within legal entities that compete with the company that organizes the audit.

Independence as a guarantee of reliability

When choosing members of the audit commission, it is necessary to take only those who cannot be put under pressure by the executive bodies of the enterprise. Only complete independence can guarantee accurate and correct test results. In the presence of pressure, control levers of auditors, the audit becomes ineffective, especially over non-standard operations.

In order to select independent auditors and guarantee the effectiveness of their work, it is necessary not only to carefully select each participant in the audit, but also to conclude agreements with all selected persons on behalf of the board of directors. The contracts prescribe responsibility for non-compliance with the principles of reliable verification and the remuneration due to the auditor who adequately coped with his duties.

The contracts also prescribe how often auditors will have to attend meetings on internal audits at the enterprise. It is recommended to organize such events monthly. For each regular meeting of the commission, it will be necessary to prepare recommendations based on the information received in the past. At the meetings, they not only consider the results of the work carried out during the month, but also analyze how the plan is being implemented, which operations deserve special attention of the management team, which official duties raise doubts. The chairman should lead such a meeting. If third-party audit companies are involved in the work, their representatives must be present at each event.

Summing up

Checking the financial and economic activities of an enterprise is an indispensable tool for monitoring the company's efficiency, identifying reserves and eliminating violations. In the course of audit activities, it is determined what the liabilities, capital of the company, assets and condition in general are. The results of the audit are necessary for making managerial decisions that allow taking the enterprise to a new level. It is unacceptable to neglect regular inspections, and only independent professionals with legal and economic education should be involved in them.

  • 10. Recognition of a citizen as incompetent. Restriction of the capacity of a citizen.
  • 11. Guardianship and trusteeship: concept, goals, establishment and termination. Guardianship authorities. Patronage over able-bodied citizens as a special form of guardianship.
  • 12. Fulfillment by guardians and trustees of their duties. Disposition and trust management of the property of the ward.
  • 13. Entrepreneurial activity of citizens. Insolvency (bankruptcy) of an individual entrepreneur
  • 14. Name and place of residence of the citizen.
  • 15. Recognizing a citizen as missing and declaring a citizen dead: procedure, conditions and legal consequences. Acts of civil status and their registration.
  • 16. The concept and features of a legal entity. Theories of the legal entity.
  • 18. Types of legal entities.
  • 19. Formation (creation, establishment) of a legal entity: methods, procedure, state registration. Constituent documents of legal entities. Liability of legal persons.
  • 20. Reorganization of legal entities: concept, forms, procedure, protection of creditors' rights.
  • 21. Liquidation of legal entities: concept, procedure.
  • 22. Insolvency (bankruptcy) of a legal entity: concept, features, legal regulation, bankruptcy procedures (general characteristics).
  • 23. General partnership: concept, company name, constituent documents, management and business management, reorganization and liquidation.
  • 24. The share capital of a general partnership. Legal status of a participant in a general partnership.
  • 25. Fellowship in faith.
  • 26. Limited liability company: concept, constituent documents, management, authorized capital, reorganization and liquidation, legal regulation.
  • 27. Legal status of a member of a limited liability company. Transfer of a share in the authorized capital; withdrawal and exclusion of a participant from a limited liability company.
  • 28. Joint stock company: concept and types; founding documents; establishment, reorganization and liquidation; legal regulation.
  • 29. Management of a joint stock company. Control over the financial and economic activities of the joint-stock company.
  • 30. Authorized capital of a joint-stock company. The concept and types of shares. Rights and obligations of shareholders.
  • 31. Company with additional liability. Subsidiaries and dependent companies.
  • 32. Production cooperative (artel): concept, types, property of a cooperative, management, legal status of a member of a cooperative, legal regulation.
  • 33. State and municipal unitary enterprises: concept, types, procedure for creation, management and liquidation, legal regulation.
  • 34. Non-profit organizations: concept and general characteristics of species; features of entrepreneurial activity.
  • 35. Consumer cooperative as a non-profit organization.
  • 36. Public and religious organizations (associations).
  • 37. Foundations, institutions and associations of legal entities as non-profit organizations.
  • 39. Objects of civil rights: concept, types, negotiability.
  • 40. Use of the term "property" in civil law. The concept and legal classification of things.
  • 41. Concept and classification of securities. Promissory note.
  • 42. Works (services), information and results of intellectual activity (exclusive rights) as objects of civil rights.
  • 43. Intangible benefits as objects of civil rights. Compensation for moral damage.
  • 44. Protection of honor, dignity and business reputation.
  • 45. The concept and types of transactions. The relationship between the concepts of "deal" and "contract".
  • 46. ​​Form and state registration of transactions.
  • 47. Conditions for the validity of transactions. The concept and legal nature of an invalid transaction. Complete and partial invalidity of the transaction. Consequences of the invalidity of the transaction.
  • 48. Void transactions: types, consequences of invalidity.
  • 49. Voidable transactions: types, consequences of invalidity.
  • 50. Concept, legal nature, subject composition and types of representation.
  • 51. Grounds for the emergence of representation. Representation without authority.
  • 52. Power of attorney: concept, types, form, term, termination. Retrust.
  • 53. The concept and types of terms in civil law. Calculation of terms.
  • 54. Limitation period: concept, types, course and application. Claims to which the statute of limitations does not apply.
  • 55. The concept, principles, methods and limits of the exercise of civil rights.
  • 56. Protection of civil rights: concept, procedure and methods. The concept and composition of damages in civil law.
  • 57. The concept, types and signs of property rights.
  • 59. Initial methods of acquiring the right of ownership (with the exception of unauthorized construction and acquisitive prescription).
  • 60. Acquisition of the right of ownership to unauthorized construction and by virtue of acquisitive prescription.
  • 62. Classification and general characteristics of ways to terminate the right of ownership. Privatization (concept, legal regulation, implementation procedure, methods of privatization) and nationalization.
  • 63. Forced seizure of property from the owner.
  • 64. The right of ownership of citizens.
  • 65. Ownership of legal entities.
  • 66. The right of state and municipal property: specific features, subjects, objects, implementation.
  • 67. The right of economic management: subjects, content, implementation, acquisition and termination.
  • 68. The right of operational management: subjects, content, implementation, acquisition and termination.
  • 69. Land as an object of property rights. System and general characteristics of real rights to land.
  • 70. Peculiarities of termination of real rights to land.
  • 71. Ownership and other real rights to residential premises.
  • 72. The concept, types and grounds for the emergence of common property.
  • 73. Possession, use and disposal of property in common ownership.
  • 74. Division of property in common ownership, and separation of a share from it.
  • 75. Common joint property of spouses and members of a peasant (farm) economy.
  • 76. Legal protection of property relations. The system of civil legal means (methods) for the protection of property rights. Protection of the rights of the owner who is not the owner.
  • 77. Civil law obligation: concept, characteristics, grounds for occurrence, types.
  • 78. Parties and participants of the obligation. Third parties in an obligation. Plurality of persons in the obligation. Features of equity and solidary obligations.
  • 79. Change of persons in obligation.
  • 80. The concept and meaning of a civil law contract. The principle of freedom of contract. Contract and law. Contract validity.
  • 81. Content and form of the contract. Interpretation of the contract.
  • 82. Types of civil law contracts
  • 83. Conclusion of the contract: general provisions.
  • 84. Features of the conclusion of the contract without fail and at the auction.
  • 85. Change and termination of the contract: grounds, procedure and consequences.
  • 86. The concept and system of principles for the fulfillment of obligations.
  • 87. Proper fulfillment of obligations: requirements for subjects, subject, term, place and method of fulfillment.
  • 88. The concept and types of ways to ensure the fulfillment of obligations. The specifics of the security obligation. Forfeit as a way to ensure the fulfillment of obligations.
  • 89. Retention and deposit as ways to secure obligations.
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  • 91. Subjects of a pledge relationship and their rights and obligations. Foreclosure on mortgaged property and its sale.
  • 92. Mortgage (pledge of real estate).
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  • 94. Bank guarantee as a way to ensure the fulfillment of obligations.
  • 95. The concept, functions and types of civil liability.
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  • 97. Grounds and conditions of civil liability.
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  • 102. Termination of an obligation by the coincidence of the debtor and creditor in one person, the death of a citizen and the liquidation of a legal entity. Innovation.
  • 29. Management of a joint stock company. Control over the financial and economic activities of the joint-stock company.

    Management in a joint-stock company is based on a clear delineation of functions, rights and duties of administrative, executive and control bodies. The administrative ones include the general meeting of shareholders and the board of directors, also called the supervisory board, the executive ones - the board (or directorate) and the general director (or director); the control body is the audit commission of the company, which, in terms of its functions, is adjacent to an independent auditor or an audit firm, although they do not belong to the management bodies of the company.

    Management in a joint-stock company

    The supreme body of a joint-stock company is the general meeting of its shareholders. It has exclusive competence, which cannot be transferred to other bodies of the company even by decision of the general meeting. In any case, it includes:

    changing the charter of the company, including changing the size of its authorized capital, election of the supervisory board (board of directors), audit commission (auditor) and executive bodies of the company (unless the latter issue is within the exclusive competence of the supervisory board), as well as approval of annual reports and balance sheets of the company , the distribution of its profits and losses and the solution of the issue of reorganization or liquidation of the company.

    In large joint-stock companies with more than 50 shareholders, a supervisory board must be created, which is a permanent collective body that expresses the interests of shareholders and controls the activities of the executive bodies of the company.

    Control over the financial and economic activities of the joint-stock company.

    To exercise control over the financial and economic activities of the company, the general meeting of shareholders in accordance with the charter of the company elects an audit commission (auditor) of the company. The competence of the audit commission on issues not provided for in the Law "On joint-stock companies", is determined by the charter of the joint-stock company

    The Audit Commission exercises both long-term and current control over the internal activities of the joint-stock company.

    Members of the audit commission put their signatures on the annual report of the joint-stock company and on the balance sheet to confirm their compliance with the real state of affairs in the company. Without the conclusion of the audit commission on the annual reports and balance sheets of the joint stock company, the general meeting of shareholders is not entitled to approve the balance sheet of the joint stock company. The Audit Commission has the right to check the following documents: financial documents, primary accounting data, the state of the cash desk and property of the joint-stock company, confirming the timeliness and correctness of various payments, accrual of dividend payments, etc.

    30. Authorized capital of a joint-stock company. The concept and types of shares. Rights and obligations of shareholders.

    Authorized capital of the joint-stock company

    According to the law authorized capital joint-stock company consists of the sum of the nominal values ​​of the shares of the company acquired by the shareholders.

    Under Russian law, the nominal value of all ordinary shares issued by this joint-stock company must be the same, as well as the rights that they provide to their owners.

    Minimum authorized capital of joint-stock companies

    for an open joint stock company - at least 100,000 rubles;

    for a closed joint stock company - at least 10,000 rubles.

    Stock- this is an issuance security that secures the rights of its owner (shareholder) to receive part of the profit of the joint-stock company in the form of dividends, to participate in the management of the joint-stock company and to part of the property remaining after its liquidation.

    TYPES OF SHARES

    ordinary share- this is a share, the owner of which receives the right to vote at the meeting of shareholders, that is, the opportunity to influence the management of the company, but he is not guaranteed the payment of dividends. Dividends on ordinary shares are paid if reporting period the company managed to earn a profit, the decision to pay dividends was made by the meeting of shareholders, and only after the dividends were paid to the owners of preferred shares.

    preferred share, unlike ordinary, usually does not give the owner the right to vote, but guarantees the payment of dividends, often a fixed amount, as a percentage of face value stock.

    1 Shareholders-owners ordinary registered shares of the Company have the right:

    To participate in the General Meeting of Shareholders with the right to vote on all issues within its competence personally or through their authorized representatives in the manner prescribed by Article 57 federal law"On Joint Stock Companies", the legislation of the Russian Federation on privatization and this Charter;

    Make proposals to the agenda of the General Meeting of Shareholders in the manner prescribed by the current legislation of the Russian Federation and this Charter;

    To be elected to the management and supervisory bodies of the Company;

    Sell ​​and otherwise alienate their shares at any time without the consent of other shareholders of the Company;

    Preferential acquisition of additional shares placed by public subscription and issue-grade securities convertible into shares in the amount proportional to the number of ordinary shares they own;

    2 Shareholders-owners privileged shares of the Company have the right:

    To receive dividends declared by the Company;

    Participate in the General Meeting of Shareholders with the right to vote when resolving issues on the reorganization and liquidation of the Company;

    Participate in the General Meeting of Shareholders with the right to vote when resolving issues on introducing amendments and additions to the Charter, restricting the rights of shareholders-owners of preferred shares. The decision to make such amendments and additions shall be considered adopted if at least three-quarters of the votes of shareholders-owners of voting shares participating in the General Meeting of Shareholders are cast in favor of it, after voting by shareholders-owners of preferred shares, the rights are limited, and three-quarters of the votes of all shareholders-owners of preferred shares;

    Preferential acquisition of additional shares placed by public subscription and issue-grade securities convertible into shares in the amount proportional to the number of shares of this category (type) they own;

    To receive a part of the property or the value of a part of the property of the Company in the event of liquidation of the Company in accordance with the provisions of the current legislation of the Russian Federation and this Charter;

    Receive complete information about the activities and financial and economic condition of the Company at the location of the Company or by mail to the address indicated by them;

    Exercise other rights provided for by the current legislation of the Russian Federation, this Charter and internal documents of the Company.

    Shareholders of the Company who are the owners in the aggregate at least 2 percent voting shares of the Company, have the right to put issues on the agenda of the annual General Meeting of Shareholders and nominate candidates to the Board of Directors of the Company and the audit commission (auditors) of the Company, the number of which cannot exceed the number of persons to be elected to the relevant bodies.

    A shareholder or group of shareholders holding in the aggregate not less than 10 percent outstanding voting shares of the Company, have the right to: convene an extraordinary General Meeting of Shareholders in cases where the Board of Directors of the Company fails to make a decision to convene it after 10 days from the date of receipt of such a request from shareholders owning in aggregate at least 10 percent of the outstanding voting shares of the Company; require an audit (audit) of the financial and economic activities of the Company.

    Shareholders are obliged:

    Pay for the shares and other securities of the Company acquired by them in the manner, amounts, methods and terms specified by this Charter, and decisions of the relevant management bodies of the Company on the placement of shares and other securities;

    Comply with the requirements of the Charter of the Company;

    Contribute to the achievement of the goals of the Society;

    keep secret trade secret and confidential information relating to the activities of the Company;

    Notify the holder of the register of shareholders about changes in their details (place of residence), including the name (surname), subscriber communication numbers and other data. If they fail to provide information about the change in their data, the holder of the register of shareholders shall not be liable for the losses caused in connection with this;

    Fulfill other obligations stipulated by the legislation of the Russian Federation, these Articles of Association and internal documents of the Company, as well as decisions of the General Meeting of Shareholders and the Board of Directors adopted in accordance with their competence.

    The company's system of control over its financial and economic activities is aimed at ensuring investors' confidence in the company and its management bodies. The main purpose of such control is to protect the investments of shareholders and the assets of the company.

    This goal can be achieved by solving the following tasks:

    (1) adoption and enforcement of the financial and economic plan;

    (2) establishing and enforcing effective internal control procedures;

    (3) ensuring an effective and transparent management system in the company, including the prevention and suppression of abuses by the executive bodies and officials of the company;

    (4) prevention, identification and limitation of financial and operational risks;

    (5) ensuring the reliability of financial information used or disclosed by the company.

    It is recommended that control over the financial and economic activities of the company be carried out by the board of directors of the company and its audit committee, the audit commission of the company, the control and audit service of the company, as well as an independent audit organization (auditor) of the company.

    1. The system of control over the financial and economic activities of the company

    No system of control over the financial and economic activities of a company can guarantee the prevention of events leading to unforeseen losses. However, the establishment of an effective system of internal control reduces the likelihood of such losses.

    1.1. The Company must ensure the creation and effective functioning of a system of daily control over financial and economic activities.

    1.1.1. In order to exercise control over the financial and economic activities of the company, the legislation provides for the creation of a special body in the company - an audit commission, as well as the involvement of an independent audit organization (auditor).

    However, to ensure truly effective control, it is necessary to conduct daily internal control over the procedure for carrying out all business operations of the company.

    For the purposes of this Code, internal control means control over the financial and economic activities of the company (including the execution of its financial and economic plan) by structural divisions and bodies of the company. Internal control procedures include procedures for carrying out transactions within the framework of the financial and economic plan, as well as procedures for identifying and performing non-standard transactions. Internal control procedures also include risk management.

    Internal control allows you to quickly identify, prevent and limit financial and operational risks, as well as possible abuse by officials. Thus, properly organized internal control reduces the costs of society and contributes to good governance his resources.

    To organize internal control in the company, it is recommended to create a control and audit service - a structural unit of the company responsible for conducting daily internal control and independent of the executive bodies of the company. The procedure for appointing employees of the control and audit service is recommended to be determined in the charter of the company. The structure and composition of the control and audit service, the requirements for employees of this service, it is recommended to determine in the company's internal document approved by the board of directors.

    1.1.2. The system of control over the financial and economic activities of the company is designed to ensure the exact implementation of the financial and economic plan, which is approved by the board of directors of the company. The board of directors also plays an important role in organizing control over the financial and economic activities of the company.

    For effective implementation by the board of directors of direct control over the financial and economic activities of the company and, above all, over the execution of its financial and economic plan, the board of directors of the company is recommended to create a special committee of the board of directors responsible for this area of ​​activity - the audit committee.

    The activities of the control and audit service are controlled by the board of directors directly and (or) through the audit committee.

    1.2. It is recommended to delineate the competence of the bodies and persons involved in the development, approval, application and evaluation of the effectiveness of internal control procedures included in the system of control over the financial and economic activities of the company.

    In order for the internal control procedures and the risk management system to work effectively, it is recommended to separate the responsibilities for the application and evaluation of the effectiveness of such procedures. It is recommended that the development of internal control procedures be carried out by the executive bodies together with the control and audit service of the company and the audit committee.

    The approval of such procedures should be attributed to the competence of the board of directors of the company.

    The application of internal control procedures should be the responsibility of the executive bodies.

    Responsibilities for evaluating the effectiveness and preparing proposals for improving the internal control procedures in place in the company are recommended to be assigned to the audit committee of the board of directors of the company.

    1.3. The composition of the audit committee, the audit commission and the control and audit service of the company should allow effective control over the financial and economic activities of the company.

    1.3.1. In order to ensure proper objectivity when exercising control over the financial and economic activities of the company, it is recommended to include only independent directors in the audit committee. Where this is not possible due to objective reasons, the audit committee should be chaired by an independent director and consist of independent and non-executive directors.

    1.3.2. The charter of the company is recommended to establish specific requirements for the professional qualifications of members of the audit committee, the audit commission of the company and the control and audit service of the company. In particular, it is recommended that the members of the audit committee have special knowledge - have the basics of accounting and financial reporting.

    It is recommended that the head of the control and audit service of the company and at least two thirds of its employees, with the exception of technical personnel, have a higher economic (financial) or legal education. In addition, it is recommended that the work experience of the head of the control and audit service in accordance with the education received be at least 5 years.

    1.3.3. The personal qualities of the members of the audit committee, the audit commission and employees of the control and audit service should not raise doubts that they will act in the public interest, therefore it is recommended to appoint persons with an impeccable reputation to these positions. At the same time, the commission by a person of a crime in the sphere of economic activity or against state power, interests public service and service in the organs local government, as well as administrative offense, primarily in the field of entrepreneurial activity, in the field of finance, taxes and fees, the securities market, is one of the factors negatively affecting its reputation.

    1.3.4. One of the reasons to doubt that the members of the audit committee, the audit commission and employees of the control and audit service will act solely in the interests of society is the presence of a conflict of interest caused by their participation in other legal entities, membership in management bodies or holding positions in other legal entities. Therefore, it is not recommended that the members of the audit committee, the audit commission or employees of the control and audit service be persons holding positions in a company or a legal entity that competes with the company.

    1.3.5. Employees of the control and auditing service appointed to exercise internal control must be independent of the executive bodies of the company. Otherwise, they will be "under pressure" from the executive bodies and will not be able to exercise effective control over the performance of business transactions, including when checking the feasibility of performing non-standard transactions, as well as when exercising subsequent control over business transactions carried out within the framework of the financial and economic plan. .

    In order to ensure the independence of the employees of the control and audit service from the executive bodies and exercise proper control over their activities, it is recommended that the chairman of the board of directors conclude contracts with the head of the control and audit service on behalf of the company. It is recommended that members of the Board of Directors conclude agreements with employees of the control and audit service, and it is advisable that such agreements be concluded by members of the Board of Directors who head the HR and Compensation Committee and the Audit Committee.

    Directly at the meetings of the audit committee on the implementation of the financial and economic plan, compliance with internal control procedures in the company, risk management, non-standard operations, the head of the company's control and audit service, other officials of the company, as well as representatives of the audit organization are heard. It is recommended that audit committee meetings be held regularly as needed, but at least once a month (scheduled meetings).

    If issues related to the activities of the audit committee are submitted to the meeting of the board of directors of the company, it is recommended that the meeting of the audit committee be held before the meeting of the board of directors. At the same time, the audit committee must provide the board of directors with its recommendations in relation to any issues the decision on which is taken by the board of directors.

    2. Control over the performance of business transactions

    2.1. The financial and economic operations of the company, carried out within the framework of the financial and economic plan, are subject to subsequent control.

    2.1.1. It is recommended that the company provide that, within a reasonable time after the completion of each financial and economic transaction, the company's control and audit service is provided with documents and materials necessary and sufficient for a reasonable and unambiguous conclusion about the compliance of the transaction with the financial and economic plan of the company and the procedure established in the company for making such operations. The period during which such materials and documents must be submitted to the control and audit service, as well as the responsibility of officials and employees of the company for their failure to submit them within this period, are established by the relevant internal document of the company.

    2.1.2. The control and auditing service checks the submitted documents and materials for compliance with their internal control procedures approved by the company, including the availability of the necessary approvals from the heads of the company's divisions, if they are required in accordance with the established procedure, as well as the availability of funds in the financial and economic plan of the company provided for the performance of a certain business transaction.

    2.2. Non-standard transactions require prior approval of the board of directors of the company.

    2.2.1. The financial and economic plan is the main document regulating the financial and economic activities of the company. All business transactions must be carried out in accordance with this plan. At the same time, in the process of carrying out financial and economic activities, it may be necessary to perform transactions that go beyond the limits established by the financial and economic plan of the company (non-standard transactions).

    Therefore, in the financial and economic plan of the company, it is recommended to unambiguously determine which operations can be performed within a certain area of ​​the company's activities and what funds are provided for certain areas of its activity. Thus, operations not provided for by the financial and economic plan will be non-standard.

    2.2.2. With regard to non-standard transactions that actually violate the financial and economic plan, it is recommended to establish a special procedure for their performance in the company's internal documents, which should be provided for in the company's charter.

    Since transactions that go beyond the financial and economic plan violate the main document of the company's financial and economic activities, the procedure for their performance should be stricter than the procedure for performing transactions provided for by the financial and economic plan.

    First of all, it is necessary to determine why the execution of this operation was not provided for in the financial and economic plan, how necessary it is and whether it is possible to postpone it. All arguments must be evaluated by persons who have no interest in the commission of this non-standard operation and are not under the influence of executive bodies. At the same time, these persons must have the necessary qualifications to assess the feasibility of this operation. Such persons should be employees of the control and audit service of the company.

    In this regard, in order to perform non-standard transactions, their preliminary assessment by the control and audit service of the company is necessary. Based on the results of the analysis of each non-standard operation, the control and audit service prepares recommendations for the board of directors regarding the appropriateness of such an operation. If necessary, the control and audit service may apply for additional clarifications to the executive bodies of the company.

    2.2.3. It is recommended that the internal documents of the company provide for the right of the board of directors to make decisions on any non-standard operation and, if necessary, make appropriate changes to the financial and economic plan. It is also recommended that the board of directors of the company be given the right to prohibit the executive bodies from performing any non-standard operation, and such a ban must be motivated.

    2.3.1. All members of the audit committee must have unrestricted access to any documents and information of the company. Such access is necessary for the audit committee to perform its functions.

    Great assistance in obtaining information to the audit committee can be provided, first of all, by the control and audit service, which exercises daily control over the execution of the financial and economic plan. In addition to employees of the control and audit service, the necessary information can be obtained from other officials and employees of the company, as well as from the audit organization (auditor) of the company.

    To this end, it is recommended that the head of the control and audit service at each scheduled (and, if necessary, at an unscheduled) meeting of the audit committee report on the implementation of the financial and economic plan and deviations from it. In addition, it is recommended to invite representatives of the audit organization (auditor) and other company officials to meetings of the audit committee, whose presence is necessary for the committee to perform its duties.

    2.3.2. In order for the board of directors of the company to receive full information about violations that occur in the course of business operations, it is recommended that the audit committee regularly submit for consideration at meetings of the board of directors conclusions on violations identified during the relevant period of the company's activities. Conclusions on identified violations are also recommended to be submitted to the audit commission of the company. Such conclusions should contain comprehensive information about the violations found, including about the persons responsible for their commission, as well as about the reasons and conditions that contributed to their commission. The conclusions of the company's audit committee may contain recommendations on ways and means to prevent such violations in the future.

    In addition, it is recommended that the reports of the audit committee include information regarding the analysis of commercial and other risks associated with specific transactions and operations of the company, and the assessment of the adequacy of risk management and control systems. The audit committee is encouraged to ensure the stability of such controls.

    3. Organization of the activities of the audit commission

    3.1. The procedure for carrying out inspections by the audit commission of the company should ensure the effectiveness of this mechanism of control over the financial and economic activities of the company.

    3.1.1. In accordance with the legislation, annual and extraordinary audits are one of the main mechanisms for monitoring the financial and economic activities of the company. During an extraordinary audit, both a separate business transaction of the company and business transactions for a separate period of time can be checked.

    All organizational issues of conducting inspections, determining the persons directly responsible for conducting inspections, it is recommended to preliminarily determine at meetings of the audit commission of the company.

    3.1.2. The legislation does not determine the necessary quorum for decision-making at meetings of the company's audit commission. At the same time, in order for decisions to be made truly collectively, it is recommended that the quorum for holding a meeting of the Audit Commission be at least half of the number of elected members of the Audit Commission.

    Decisions at a meeting of the audit commission should be made by a majority vote of the members of the audit commission participating in the meeting. The transfer of voting rights of a member of the audit commission to another person, including another member of the audit commission, is not allowed.

    3.1.3. In order to prevent unreasonable delay of inspections in the internal documents of the company, the timing of their conduct should be determined.

    It is recommended that an extraordinary audit of the financial and economic activities of the company be started no later than 30 days from the date of receipt of the shareholders' request for its conduct or the minutes of the general meeting of shareholders or the board of directors. Its duration should not exceed 90 days.

    In order to streamline the procedure for conducting audits, the board of directors of the company is recommended to approve the Regulations on the conduct of audits of the financial and economic activities of the company by the audit commission.

    3.1.4. The conclusion of the audit commission must be signed by all members of the audit commission personally. A member of the audit commission who expressed disagreement with the opinion of the audit commission has the right to prepare a dissenting opinion, which is attached to the opinion of the audit commission and is an integral part of it.

    If a member of the audit commission did not sign the opinion and did not prepare a dissenting opinion, the reasons for this must be indicated in the opinion.

    3.1.5. It is recommended that the opinion of the audit commission based on the results of an extraordinary audit of the financial and economic activities of the company be submitted to the audit committee and the initiator of the extraordinary audit through the secretary of the company within 3 days after the completion of the audit.

    3.1.6. The effectiveness of control over the financial and economic activities of the company increases when the audit commission works in close cooperation with the audit committee. It is recommended that it provide this committee with full information about its activities, investigations and opinions.

    4. Audit check

    4.1. The audit should be carried out in such a way that it would result in obtaining objective and complete information about the activities of the company.

    4.1.1. Shareholders of the company, potential investors and other interested parties form an opinion about the company based on information about its activities.

    An important source of information about the company's activities, including negative information, is the opinion of an independent audit organization (auditor). Such an opinion should disclose the shortcomings in the financial and economic activities of the company in accordance with the auditing standards used in preparing an opinion on the company's activities. The professional competence of auditors, honesty and responsibility in the performance of their duties are the principles that audit organizations (auditors) must observe in the course of their work.

    Auditors must be objective and, therefore, maintain independence in relations with the executive bodies and officials, its shareholders, members of the board of directors of the company. Legislative provisions, auditing standards and principles of professional conduct are designed to ensure the application of this principle in practice.

    In addition, since the audit organization (auditor) during the audit of the financial and economic activities of the company receives information, the disclosure of which may have adverse consequences for the company, the preservation of confidential information obtained as a result of the audit is also an important ethical requirement for the audit organization (auditor).

    The company must take all necessary measures to ensure that the general meeting of shareholders approves the auditor of the company from among the audit organizations (auditors) that have a solid reputation and conduct their activities in accordance with the above principles.

    4.1.2. The audit of annual reports is one of the most important elements financial control. When analyzing the audit reports received, shareholders may have questions about the content of the audit report and the conclusions drawn therein.

    In this regard, it is recommended that audit organizations (auditors) take part in the general meetings of shareholders and answer any questions asked by shareholders regarding the audit reports submitted to the general meeting of shareholders.

    4.1.3. During the audit, audit organizations (auditors) should make every effort to identify abuses or violations of legal requirements by the company and bring information about these violations to the board of directors (through the audit committee in order to eliminate them). This increases shareholders' confidence in the results of the audit.

    All violations of the current legislation and the rules established in the company, identified during the audit in the activities of the executive bodies of the company, in the actions of its officials and employees, are recommended to be reported to the audit committee for action.

    4.1.4. Auditing organizations (auditors) can identify violations, but cannot correct them. When any violations are revealed, the executive bodies are obliged to take the necessary measures to eliminate violations and minimize their consequences.

    In addition, when violations are identified, audit organizations should require correction of information included in regularly disclosed reports on the company's business activities.

    Control over the elimination of identified violations is a guarantee of their elimination and ensures the reliability of the information provided to shareholders. It is recommended that such control be entrusted to the company's audit committee.

    4.1.6. Auditing organizations (auditors) check the compliance of the financial statements used by the company with Russian accounting rules, and if the company is preparing to enter the international market and assumes obligations to follow international financial reporting standards, then for compliance with international standards.

    4.1.7. The Board of Directors, as the body of the company responsible for preparing issues submitted to the general meeting of shareholders, including the issue of choosing the company's auditor, is primarily interested in choosing an independent audit organization (auditor) capable of conducting an effective and objective audit of the financial and economic activities of the company .

    In this regard, it is recommended that the audit committee evaluate candidates for audit organizations (auditors) of the company and provide an assessment of such candidates to the board of directors, and the board of directors substantiate its recommendations regarding the choice of an audit organization at the general meeting of shareholders of the company.

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