Supervisory Committee of
VPS Clearing ASA
Report for the period
1 September - 31 December 2006
To
The Annual General Meeting of VPS Clearing ASA
The Annual General Meeting of Verdipapirsentralen Holding ASA
The Financial Supervisory
Authority of Norway
The Supervisory Committee comprised the following members after the election at the General Meeting on 1 September 2006
Members
Jan P. Romsaas, Attorney-at-Law, Chairman
Vegard Østlien, Chief Internal Auditor
Eldbjørg Sture, Adviser
Attending alternate
Kjell Hatlen, Assistant Director
Meetings
The Supervisory Committee met twice in the period 1 September - 31 December 2006. The alternate was called to both meetings.
Work during the year
The Supervisory Committee carried out its tasks in compliance with the Securities Trading Act, chapter 6, with the Instructions for the Supervisory Committee adopted by the General Meeting of VPS Clearing ASA on 1 September 2006 and later approved by the Financial Supervisory Authority, and with the Articles of Association for VPS Clearing ASA.
The Supervisory Committee is responsible for ensuring that VPS Clearing ASA complies with laws, regulations and the terms and conditions of its licence, along with the Articles of Association and resolutions adopted by the company’s bodies.
The Supervisory Committee also ensures that the company has satisfactory guidelines and control routines for the development and management of its information technology and infrastructure, that it has satisfactory guidelines for security and that they are adhered to, and that the company has satisfactory guidelines for the ongoing internal audit of its operations.
The Board of Directors’ dispositions
The Committee supervised the dispositions of the Board of Directors in the
period 1 September - 31 December 2006 to ensure that they complied with laws and regulations, the terms and conditions of the company’s licence, the Articles of Association, resolutions adopted by the company’s bodies, and the security policy established by the Board of Directors.
Regulatory framework
Verdipapirsentralen ASA was granted a licence by the Ministry of Finance on 29 August 2006 to operate as a clearing house. The company’s Articles of Association were approved by the ministry on the same date.
In the opinion of the Supervisory Committee, VPS Clearing ASA has complied with these rules.
Security
The Supervisory Committee supports the conclusions of the internal audit unit in its annual report for 2006 to the Board of Directors of VPS Clearing ASA to the effect that the company, for all practical purposes, is in compliance with the Regulations on the Use of Information and Communications Technology (ICT Regulations) and that users’ and VPS Clearing’s data are subject to proper input, processing, distribution, retention and deletion procedures.
The Supervisory Committee has studied the reports submitted by the Board of Directors and the statutory auditor, and the proposed annual report and accounts. The Supervisory Committee deems that the annual accounts and balance sheet for VPS Clearing ASA should adopted as the company’s financial statements. The committee considers the Board of Directors’ assessment of the company’s financial position to be adequate.
The Committee is not aware of other circumstances which should be brought to the attention of the Annual General Meeting and the Financial Supervisory Authority.
Oslo, 14 March 2007
Jan P. Romsaas, Chairman
Vegard Østlien
Eldbjørg Sture
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