Risk management, Piano strategico e Organi di governo
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1 Risk management, Piano strategico e Organi di governo Roma, 1 ST Octobre 2014
2 AGENDA ERM OVERVIEW & VALUE FOR THE BUSINESS ERM IN LUXOTTICA ERM & STRATEGIC PLANNING Roma Risk Management, Piano strategico e Organi di governo 2
3 AGENDA ERM OVERVIEW & VALUE FOR THE BUSINESS ERM IN LUXOTTICA ERM & STRATEGIC PLANNING Roma Risk Management, Piano strategico e Organi di governo 3
4 WHAT S RISK?... any uncertain event that could THREATEN the achievement of BUSINESS OBJECTIVES and Strategies or the company s tangible & intangible ASSETS impacts on OPERATIONS, REPUTATION as well as FINANCIAL METRICS... might arise from our actions however, it might ARISE FROM INACTION TOO! Roma Risk Management, Piano strategico e Organi di governo 4
5 WHY MANAGING RISKS? To TURN potential THREATS relying on a single supplier into OPPORTUNITIES mainly one...relying on a single supplier to be more cost effective, while having a back-up set of alternative suppliers in case of sudden supply stoppage...focusing only on short term results... focusing only on short term results to generate cash flows aimed at supporting long term strategies for company sustainable growth Roma Risk Management, Piano strategico e Organi di governo 5
6 WHO IS IN CHARGE? When we take DECISIONS we take RISKS The ENTIRE ORGANIZATION is INVOLVED in MANAGING RISKS and is expected to: timely raise risks (doubts, too) help in avoiding negative consequences ensure the obtainment of its objectives! Roma Risk Management, Piano strategico e Organi di governo 6
7 KEY LEARNINGS Managing risks could PREVENT negative IMPACTS ON BUSINESS TARGETS Managing risks is a LONG TERM INVESTMENT, that can enhance ECONOMIC - FINANCIAL, STRATEGIC and COMPETITIVE opportunities Business history is full of examples of MISTAKES, from which every Organization should LEARN! PREVENTION is better than cure! Roma Risk Management, Piano strategico e Organi di governo 7
8 AGENDA ERM OVERVIEW & VALUE FOR THE BUSINESS ERM IN LUXOTTICA ERM & STRATEGIC PLANNING Roma Risk Management, Piano strategico e Organi di governo 8
9 INTERNAL ORGANIZATION Since 2010, Luxottica has set up the RISK MANAGEMENT DEPARTMENT with the purpose to: IDENTIFY AND MANAGE RISKS that could impede the accomplishment of strategic and operational goals; GUARANTEE A SUSTAINABLE GROWTH. RISK MANAGEMENT & COMPLIANCE ORGANIZATION COMPANY S KEY FIGURES 7.3 BILLION OF SALES CEO* > EMPLOYEES > 45 BRANDS RISK MANAGEMENT & COMPLIANCE > STORES 11 PRODUCTION PLANTS RISK MANAGEMENT Corporate COMPLIANCE Corporate RM&C NORTH AMERICA ASSET PROTECTION *CEO Corporate functions Roma Risk Management, Piano strategico e Organi di governo 9
10 BUILDING MISSION & OBJECTIVES SUPPORT ORGANIZATION TO TAKE THE BEST BUSINESS DECISIONS TO PROTECT VALUE AWARENESS on risks in everyday activities INTEGRATION of information for a conscious decision-making CONFIDENCE to respond to context changes THROUGH THE UNDERSTANDING OF RISKS INCREASE OPPORTUNITIES OPTIMIZE BALANCE RISK VS REWARD TRANSPARENCY on risks for all the stakeholders CONSISTENCY among goals and risks EMPOWERMENT for managing and monitoring risks COMPLIANCE with law & best practices CONSCIOUSNESS on risks exposure Roma Risk Management, Piano strategico e Organi di governo 10
11 PROCESS & BoD ROLE According to international best practices and frameworks, Luxottica has implemented a 5-STEPS PROCESS: 1. Risk Mapping Risk model Assessment methodology Mitigation plan follow up Monitoring of KRI 5. Monitoring & Improvement 2. Risk Assessment > 100 interviews: Risk event Impact & likelihood Actions already in place Risk ownership setting Mitigation plans Overall evaluation of 4. Risk Treatment 3. Risk Reporting Prioritization based on severity Overall risk exposure Reporting to directors/ceo risk exposure Reporting to Internal Control & Risk Committee FOCUS ON RISKS WITH MIDIUM HIGH SEVERITY Internal Control & Risk Committee / Board of Directors * * see next slide for details Roma Risk Management, Piano strategico e Organi di governo 11
12 ICRC & RISK MANAGEMENT Internal Control & Risk Committee (ICRC)* ANNUAL RISK ASSESSMENT Risk management expose the results of main topics arisen from all the interviews COMPLIANCE Analysis of main compliance topics Monitoring, implementation and improvement plan Approval policies and related procedures MITIGATION PLAN FOLLOW UP Twice a year check on activities related to the approved actions plans AD HOC ANALYSIS ON SPECIFIC RISKS (e.g. Credit risk, FX, Supply chain) * Non-executive independent Directors and Director responsible for internal control system Roma Risk Management, Piano strategico e Organi di governo 12
13 BENEFITS An EFFECTIVE SUPPORT FOR MANAGEMENT in identifying and managing risks that, if left unaddressed, might negatively and unexpectedly affect goals achievement A SYSTEMIC BRAINSTORMING regarding risks, exposures and countermeasures A UNIQUE AND CENTRALIZED REPRESENTATION OF MAJOR RISKS as perceived by management A HOMOGENEOUS VIEW OF RISKS across the Group Increased AWARENESS and transparency on RISK EXPOSURE REDUCED VULNERABILITY TO ADVERSE EVENTS, through the enhancement of timely risk response ENHANCED TRACKING OF IDENTIFIED RISKS across years Roma Risk Management, Piano strategico e Organi di governo 13
14 AGENDA ERM OVERVIEW & VALUE FOR THE BUSINESS ERM IN LUXOTTICA ERM & STRATEGIC PLAN Roma Risk Management, Piano strategico e Organi di governo 14
15 ROLE OF THE BOARD «CODICE DI AUTODISCIPLINA»* ART. 1, criterio applicativo 1.C.1, lettere a) e b) Esamina e approva I PIANI STRATEGICI, INDUSTRIALI E FINANZIARI DELL EMITTENTE E DEL GRUPPO DI CUI ESSO SIA A CAPO, monitorandone periodicamente l attuazione Definisce la natura e IL LIVELLO DI RISCHIO COMPATIBILE CON GLI OBIETTIVI STRATEGICI dell emittente ART. 7, criterio applicativo 7.C.1, lettere a) e b) DEFINISCE LE LINEE DI INDIRIZZO del sistema ( ) affinchè i PRINCIPALI RISCHI afferenti all emittente e alle sue controllate risultino correttemente identificati, nonché adeguatamente misurati, gestiti e monitorati, determinando inoltre il GRADO DI COMPATIBILITÀ di tali rischi con una gestione dell impresa coerente con gli obiettivi strategici individuati. * Borsa Italiana Roma Risk Management, Piano strategico e Organi di governo 15
16 BOARD DECISION-MAKING PROCESS COMMENTS GOALS VS RISK BALANCEMENT Board of directors continuously RECEIVES EXTERNAL INPUTS (such as stakeholders expectations, compliance requirement, etc) and INTERNAL PROPOSALS (strategic plan & initiatives, corporate performance, etc.) So ANALYSIS OF STRATEGIC, EXTERNAL STRATEGIC PLAN & INITIATIVES ANNUAL BUDGET ( ) STAKEHOLDERS EXPECTATIONS FINANCIAL STATEMENTS & GOALS STRATEGIC RISKS EXTERNAL RISKS AND OPERATIONAL RISKS is an essential prerequisite to take the best decision COMPLIANCE ISSUES CORPORATE PERFORMANCE OPERATIONAL RISKS WITH THE AIM TO ALIGN THE OVERALL BOARD OF DIRECTORS RISK EXPOSURE, THE COMPANY RISK CAPACITY AND THE STAKEHOLDER EXPECTATIONS. Roma Risk Management, Piano strategico e Organi di governo 16
17 BOARD ENGAGEMENT ON DIFFERENT RISK CATEGORIES BOD CHALLENGE & ACTIVE ROLE evaluation of the strength of strategic plan assumption and the compatibility of risk level with the strategic objectives EVALUATION OF THE RESILIENCE AND THE ABILITY OF REACTION EVALUATION OF THE ADEQUACY OF INTERNAL CONTROL AND MANAGEMENT SYSTEMS * * * STRATEGIC RISKS EXTERNAL RISKS RISK MANAGEMENT OPERATIONAL RISKS * Communication mainly originated by BoD; balanced; Risk Management Source: Working Paper Protiviti June 2014 Roma Risk Management, Piano strategico e Organi di governo 17
18 RISK MANAGEMENT MATURITY RISK ASSESSMENT & STRATEGIC PLAN HOW INCREASE RISK MANAGEMENT MATURITY STRATEGIC PLAN AS A «COUNTERMEASURE» Risk mitigation included in strategic plan (mainly for operational risks) Resource allocation to mitigate critical risk events. Contingency plan for catastrophic events / alternative scenarios Review of strategic plan assumptions and targets 5. Monitoring & Improvement 4. Risk Treatment 1. Risk Mapping 3. Risk Reporting FOCUS ON RISKS WITH MIDIUM HIGH SEVERITY 2. Risk Assessment Internal Control & Risk Committee / Board of Directors Risk analysis based on strategic plan target and operating processes / current organization (AS IS) Interactive discussion with strategic planning team and top management about : Risks related to strategic objectives, Risk appetite / tolerance Resource Stress test / what if analysis on alternative scenarios STRATEGIC PLAN «RISK ADJUSTED» Roma Risk Management, Piano strategico e Organi di governo 18
19 CONCLUSIONS The RISK IS ROOTED INTO BUSINESS AND STRATEGIC CHOICES. For this reason, a PRE-EMPTIVE ANALYSIS of the risk factors and their impact on corporate performance become, for the board, an essential precondition for a SUSTAINABLE VALUE CREATION effort. A continuous and open discussion with risk management could enhance the risk mitigation in the long term and assure the ALIGNMENT BETWEEN BOARD RISK APPETITE, COMPANY RISK CAPACITY AND STAKEHOLDER EXPECTATIONS Roma Risk Management, Piano strategico e Organi di governo 19
20 Stefano Orsini Group Risk & Compliance Tel Alessia Carnevale Group Risk Management Tel Roma Risk Management, Piano strategico e Organi di governo 20
21 Grazie.
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