Auditing
The General Annual Meeting shall appoint the Auditor and define the compensation of Auditors. The Company shall have at least one Auditor who shall be an auditing entity approved by the Finnish Central Chamber of Commerce. According to the current rules on auditing, the Auditor shall, in addition to performing all defined duties, report to the Board of Directors of Tiimari Plc.
Insider Rules
Tiimari Plc shall apply the insider guidelines and regulations of the Helsinki Stock Exchange as well as its own insider guidelines. The insider trading restriction for the Company stock shall be 14 days prior to the publication of financial statements bulletins and other similar releases. The public Insider Register is available through the NetSire system of the Finnish Central Securities Depository Ltd.
Risk Management
Tiimari Group's internal control shall be implemented according to the procedures approved by the Board of Directors. The procedures are based on the Group's internal reporting process and the Board-approved annual auditing plan.
The realisation of financial objectives is monitored through a group-wide financial reporting system. The reports include information on the achieved objectives, plans as well as up-to-date forecasts for the current year.
Tiimari Group shall make every effort to minimise financial risks, such as interest and currency risks related to unfavourable fluctuations of the financial market, and to thus secure the Group's development and financial position. The financing risks shall be managed by the Group's financial department.
Business risks related to property, termination of operations and liabilities have been observed with appropriate insurances.
The Company's internal auditing shall be purchased from an auditing entity selected by the Board of Directors. The auditing entity shall be approved by the Finnish Central Chamber of Commerce. Internal audit reports shall be submitted to the Board of Directors and the Management Group.
Short-term risks and uncertainties
The Group’s revenue and result development is affected by various business related factors of uncertainty. The primary risks relate to the following:
- the development in the general consumer demand and its decline especially in Finland and Sweden
- availability of products and any failures related to the functioning of the supply chain may affect the result and cash flow of business operations negatively
- the management’s success in business development and improvement in profitability relating to initiated measures: renewal of product offering and closure of non-profitable operations
- the accumulation of the seasonal operative cash flow and its effect on the company’s financial position and its loan covenants as well as the predictability of cash flow and result
- the effect of exchange rate developments on purchase prices for products acquired outside of the European Union and the sales margin accumulated from the sale of the former
- business location decisions in the long-term
- the availability of seasonal products and teh operation of the supply chain
- the general development in salaries, rents and freight costs
- valuation of goodwill and balance sheet value of Tiimari and Gallerix brands
- general interest rate changes
The company is a defendant and plaintiff in some property and rental agreement related disputes and one contract termination related dispute. The Company assessed its risks and prepared for these in the current period interim report.
The risks and uncertainties of the Company have been further elaborated in the 2010 financial statements and no significant changes have occurred since.
Internal Control
The internal control shall be governed by the Company's Board of Directors. The Company's business operations are controlled by appropriate calculation and information systems.
Internal control is a part of the business operations management. Internal control is implemented to ensure the realization of defined operational goals and objectives. Internal control is performed according to the decisions of the Board of Directors.
Internal control shall assess:
- regulatory compliance and appropriateness of internal control systems and risk management activities
- efficiency and economy of resource utilisation
- reliability of information used for management activities and in decision-making.
The internal control aims to promote the development of the Company's risk management.
The Company's internal auditing shall be purchased from an auditing entity selected by the Board of Directors. The auditing entity shall be approved by the Finnish Central Chamber of Commerce. Internal audit reports shall be submitted to the Board of Directors and the Management Group