The control environment is also strengthened through a network of shared service centers (Re:Sources) systematically implemented by the Publicis Groupe since 1996 in order to overcome the challenges faced by a business that relies on a large number of agencies. This network is managed by the Shared Platforms CEO, reporting to the Chairman of the Management Board, with the legal, financial, employment matters and benefits functions of the shared service centers respectively under the functional responsibility of the Groupe’s Legal, Finance and Human Resources Departments. The network of shared service centers covers more than 99% of Groupe revenue as of December 31, 2022.
The use of the same management application (ERP) in the large majority of the Groupe’s agencies, as well as a single financial consolidation system for all entities, also ensures a good internal control quality through standardized processes and the sharing of best practices.
The Management Board, the Secretary General, the Finance Department, the shared service centers, as well as the teams dedicated to IT, real estate, insurance and mergers and acquisitions, the Internal Audit, Risk Management and Internal Control Departments and the networks' operational managers are all involved in deploying the internal control system.
For companies acquired by the Groupe, the deployment of the internal control system is rapidly launched and is generally completed within 12 months of the acquisition date. In addition, acquisitions are given particular attention when defining the annual audit plan.
The Groupe’s senior management is responsible for the Groupe’s internal control framework. The Secretary General and the VP Internal Audit, Risk & Control regularly report to the Audit Committee and to the Management Board on the quality of the Groupe’s internal control system. The VP Internal Audit, Risk & Control meets the Chair of the Audit Committee one-on-one at least once a year, which guarantees its independence.
The Internal Audit Department helps the Groupe to achieve its objectives by assessing, with a methodical and systematic approach, the effective implementation and relevance of a set of internal control, risk management and corporate governance procedures and processes.
The missions and responsibilities of the auditors are described in the internal audit charter, which is included in the Groupe policy manual (Janus). This charter highlights the independence of the internal audit function and stipulates the duties and prerogatives of the auditors and audited entities.
The internal audit team is composed of around fifteen experienced auditors, including, since 2021, auditors dedicated to information systems audits. They all carry out internal control assessments that encompass various financial and operational processes within the Groupe’s entities, based on an annual audit plan. This audit plan is based on an assessment of the risks impacting the various entities (including corruption risk), as well as past events, specific requests from Senior Management and consultation interviews with management of the countries and regions; this annual plan is approved by the Management Board and validated by the Audit Committee.
The Internal Audit Department conducted approximately 100 assignments in 2022, mainly entity audits, but also special assignments covering specific and cross-functional issues at various levels within the Groupe, as well as internal investigations of cases of suspected fraud or alerts reported through the Groupe’s internal whistleblowing system. In the first quarter of 2022, due to the COVID pandemic, on-site travel was not possible. However, the internal audit function was able to operate satisfactorily even though the review and testing could not be performed on site and the practical difficulties were significant.
To carry out their assignments, the internal audit teams use a dedicated IT tool. The internal auditors' work programs are aligned with the Groupe's main ERP systems and use specific extracts and reports, in addition to the contribution of a dedicated tool for data analytics.
Internal audit assignments are systematically reported, among others, to the Chairman of the Groupe’s Management Board. A summary of all reports issued from one year to the next is presented at each Audit Committee meeting.
The action plans proposed by the auditees based on the audit recommendations are monitored systematically by the central team using a dedicated IT application. Additionally, specific on-site follow-up assignments are launched for the most critical reports or when action plan indicators clearly contradict the commitments made by the audited entities. A report on the implementation status of audit recommendations is regularly presented to country/regional management as well as to the Audit Committee.
Internal (particularly in terms of HR investigations) or external assistance is requested when needed to support the Internal Audit Department, where special skills or techniques are necessary to conduct internal investigations.
