Main missions and activities in 2022
The Audit Committee’s missions are detailed in article 6 of the Supervisory Board’s internal rules and regulations. In accordance with article L. 823-19 of the French Commercial Code and article 17.2 of the Afep-Medef Code, the Audit Committee’s missions and main work completed in 2022 are as follows:
Missions
Financial and non-financial accounting information
- review the parent Company and consolidated financial statements of the Company, as well as the financial and non-financial information issued, before their presentation to the Supervisory Board;
- monitor their development process and make recommendations, where appropriate, to ensure their integrity;
- ensure the relevance of accounting methods;
- ensure the accuracy and fairness of the financial statements;
- monitor internal control and risk management systems;
- review the effectiveness of internal control and risk management systems;
- oversee the organization and implementation of the Groupe’s internal audit;
- ensure the effectiveness of the internal audit for procedures relating to the preparation and processing of financial and non-financial accounting information;
- review the internal audit plan;
- review risks with a financial impact and off-balance sheet commitments; and
- be informed of exposure to risks, including social and environmental risks.
External control
- issue a recommendation to the Supervisory Board on the choice of statutory auditors proposed for appointment or reappointment by the General Shareholders’ Meeting under the conditions provided by the law;
- monitor the statutory auditors’ performance of their duties and related fees and ensure their independence;
- on behalf of the Supervisory Board, give prior authorization for the provision of services not included in the missions of legal control as well as the budget to be allocated, in accordance with legal provisions; and
- report on its missions to the Board and the results of the certification of the financial statements. In this context, it reports on the way in which this mission contributed to the integrity of the financial information and the role it played in this process.
Main work completed in 2022
- review of the Groupe’s 2021 annual financial statements and half-year financial statements ended June 30, 2022 and related reports before they are submitted to the Supervisory Board;
- regular review of the Groupe’s results with an analysis of organic growth by country/region and by business line;
- monitoring of the 2021 statutory financial statements of the subsidiaries;
- verification of the relevance and consistency of the accounting methods adopted for the preparation of the financial statements;
- analysis of the Groupe’s cash position and future needs;
- review of the missions carried out by the internal audit during 2022 and monitoring of the implementation of the action plans;
- information on whistleblowing cases processed by the Internal Audit Department;
- monitoring of the most sensitive fraud, litigation,investigations or lawsuits;
- review of the controls carried out under the French“Sapin 2” anti-corruption law;
- monitoring of the progress of the 2022 audit plan and validation of the 2023 internal audit plan;
- review of the broad outlines of the proposed roadmap on financial controls deployed in Groupe entities;
- review of the exit from the Groupe’s activities in Russia and impact on the consolidated financial statements;
- review of reported cybersecurity cases;
- assessment of ongoing ordinary arms-length agreements, in application of the verification procedure for these agreements as well as the criteria allowing this classification;
- monitoring the missions of the statutory auditors, who presented their methodology, scope of audit and work;
- discussion with the statutory auditors, without the members of the Management Board being present, on the Groupe’s financial statements; and
- review and approval of the statutory auditors’ fees for2022, and fees for additional assignments given to them.
