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CORPORATE GOVERNANCE

2

Report of the Chairman of the Supervisory Board

B. Combat against money laundering

and terrorist financing

As every year, Apax Partners employees took part in a training

course on combatingmoney laundering and terrorist financing.

Controlssuitedtothenatureofthetransactionswereperformed.

SUMMARY OF THE COMPANY’S INTERNAL

CONTROL PROCEDURES

This section reiterates much of the content of previous reports

on internal control. Its purpose is to refresh the reader’s memory

of the practices implemented by the Company.

A. Organisation of the Company’s internal control

procedures

A) INTERNAL CONTROL PARTICIPANTS AND THEIR ACTIVITIES

The purpose of the Company is to invest, in principle, in securities

of unlisted companies, either directly, or

via

investment vehicles

such as French or European private equity funds.

Altamir continues to create value and divest alongside the funds

from Apax France VI to Apax France VII, managed by Apax

Partners SA.

Since 2011, Altamir has also invested

via

the Apax France

VIII-B and Apax France IX-B funds, managed by Apax Partners

MidMarket SAS, and since 2012,

via

the Apax VIII LP and Apax

IX LP funds advised by London-based Apax Partners LLP.

Occasionally, theCompanymay co-investwith all these funds. For

these investments, it is assistedby investment and support teams.

The first objective of internal control is to ensure the quality of

the investment and divestment process. Internal control involves

ensuring that the investment teams focus solely on projects in

line with the Company strategy in terms of sector, maturity, size

and expected financial performance.

The investment monitoring bodies for the funds managed in

France are:

Approvals Committee: composed of two or three experienced

partners, theApprovals Committeemonitors the due diligence

and negotiation procedures undertaken by the investment

team;

Investment and Divestment Committee: composed of four

senior partners, the committee takes the final decisions on

investments and divestments: full or partial sale, merger, IPO,

reinvestment;

Portfolio Monitoring Committee: composed of four partners

and external consultants, the committee meets according to

a pre-determined schedule. Its role is to work with the team in

charge of an investment so as to ensure that the strategic and

operational objectives aremet and that the performance of the

investment is controlled.

All investments are subject toa financial, legal and tax audit byone

or more renowned independent auditors. Other reviews (market,

insurance and environment) are carried out when necessary.

The Management Company has ensured that Apax Partners LLP

operates similarly to the French asset management companies.

The second objective is to control cash flows and assets.

This is achieved by implementing the following processes:

the accounting and fund administration processes are

segregated;

securities are registered in “pure” nominative form and

periodically reconciled with the custodian and registrars of

each company;

payment instructions are centralised with the Chairman of the

management companies in the case of the funds, and with the

Chairman of the Management Company of Altamir;

fund administration, together with the bank custodian, ensures

that the legal documentation is completebefore submitting the

documents to the Chairman for signing;

fund administration and the accountingdepartment ensure the

pari passu

distributionof investments anddivestments between

the funds and Altamir and between the Apax France VIII-A,

Apax France VIII-B, Apax France IX-A and Apax France IX-B

funds, Altamir’s new investment vehicles, based on the rules

defined at the start of every half-year.

As previously reported, Altamir’s Supervisory Board has created

an Audit Committee, which can be assisted by the Company’s

Statutory Auditors.

The third objective is the accuracy of financial reporting. The

objective is achieved by cross-checking accounting data with

data from the securities management system. Increasingly

sophisticated automation limits the risk of human error.

The fourth objective is compliance with laws and regulations in

force. The Company does everything in its power to adhere not

only to general regulations, but also to the regulations specific

to SCRs (investment eligibility quotas) and to listed companies.

97

REGISTRATION DOCUMENT

1

ALTAMIR 2016