Governance

Audit Committee

The Audit Committee's mission is to track questions about the production and inspection of financial and accounts information and to ensure the effectiveness of the risk tracking and internal operational control system in order to simplify the Supervisory Board's performance of its inspection and control functions. Within this framework, the Audit Committee performs the following functions in particular:
(i) Monitoring of the process for producing financial information.
(ii) Monitoring of the effectiveness of the systems used for internal controls, internal audits and risk management relating to financial and accounts information.
(iii) Monitoring of statutory audits of the consolidated corporate accounts by the company's statutory auditors.
(iv) Monitoring of the statutory auditors' independence.

• Members

  Antoine Burel
  
  Chairman

  Thierry Morin
  
  Independent Member 

  Magali Chessé
  
  Member

• The Audit Committee's by-laws

  The Audit Committee's by-laws stipulate that the company will have any resources it may deem necessary for the fulfilment of it's functions. In particular, the Committee may hear the company's and the group's companies' statutory auditors, the financial, accounts and cash management directors, and the head of internal auditing. If the Committee so decides, those people may be heard outside the presence of the members of the Board of Directors. It may also ask the Board of Directors to supply any information it may consider to be necessary. The Committee may also contact members of the Executive Committee, after so informing the chairperson of the Board of Directors and on condition of reporting back to the Supervisory Board and the Board of Directors. The Committee receives meaningful documents falling under its remit (memoranda by financial analysts and ratings agencies, summaries of audit assignments, etc.). It may request any additional studies that it deems necessary.
  
  
  
  The Audit Committee's annual and quarterly examinations of the accounts must be accompanied by a presentation by the statutory auditors, underscoring the main points of the results and the accounts options selected, and a presentation by the financial director describing the company's exposure to significant risks and off balance sheet commitments. It's meetings are held before the Supervisory Board's meetings and, whenever possible, at least two days prior to those meetings when the Audit Committee's meeting agenda covers an examination of the semi-annual and annual accounts prior to their examination by the Supervisory Board.

Appointments, Compensation and Governance Committee

The primary mission of the Appointments, Compensation and Governance Committee is to assist the Supervisory Board with the membership of the company's executive bodies and with the determination and regular assessment of all of the remuneration and benefits of the members of the Board of Directors, including any deferred benefits and/or compensation for voluntary or forced departure from the group. Within this framework, it performs the following duties in particular:
(i) Proposals for the nomination of members to the Supervisory Board, the Board of Directors, the Advisory Committee and the committee that analyses the candidacies of non-independent members of the Supervisory Board.
(ii) Annual assessment of the accrued terms of office of the Supervisory Board members.
(iii) Examination and proposal to the Supervisory Board concerning all of the terms and conditions of remuneration of the members of the Board of Directors.
(iv) Examination and proposal to the Supervisory Board concerning the method of distribution of attendance tokens.
(v) Other occasional duties.

• Members

  Fabrice Barthélemy
  
  Chairman

  Thierry Morin
  
  Independent Member

  Valérie Gandré
  
  Member

Corporate Social Responsability (CSR) Committee

The Corporate Social Responsability (CSR) Committee’s mission is to assist the Supervisory Board with the monitoring of the Group's CSR policy and strategy.
Within this framework, the CSR Committee particularly performs the following duties:
(i) Considers the Group’s commitments and strategy in relation to CSR.
(ii) Makes sure the Group anticipates as much as possible the main issues, risks and opportunities in regard to CSR.
(iii) Issues recommendations on the Group’s CSR policy and achievements therein.

• Members

  Florence Noblot
  
  Chairman

  Philippe Delleur
  
  Independant Member

  Amy Flikerski
  
  Member