Missions
Internal and external control
- 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;
- 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, pursuant to 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.
Non‑financial information
- Monitor the process of preparing non‑financial CSR information;
- take into account climate issues and CSR indicators in the preparation and control of non‑financial information and the consistency between the non‑financial and financial aspects; and
- examine CSR risk factors, in collaboration with the ESG Committee and the Strategy and Risk Committee.
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Main work completed in 2023
Internal and external control
- Information on the 2022 assessment of the Groupe’s internal financial control;
- review of the objectives and broad outlines of the Groupe's IT audit activities;
- review of the missions carried out by the internal audit during 2023 and monitoring of the implementation of the action plans;
- information on whistleblowing cases processed by the Internal Audit Department;
- review of reported cybersecurity cases;
- monitoring of the most sensitive fraud, litigation, investigations or lawsuits;
- review of the controls carried out under the French “Sapin 2” anti‑corruption law;
- validation of the 2024 Internal Audit Plan;
- participation in the selection of new auditors to replace Ernst & Young et Autres, whose term of office expires at the General Shareholders’ Meeting called to approve the financial statements for the financial year ended December 31, 2024 and recommendation to the Board of Directors of a new Statutory Auditor;
- discussion with the Statutory Auditors without the members of the Management Board being present, on the Groupe’s financial statements;
- review and approval of the Statutory Auditors’ fees for 2023, and fees for additional missions given to them;
- monitoring of fees paid in 2023 to other audit service providers.
Non‑financial information
- Review of the Groupe’s ESG risk mapping;
- information on regulatory changes on ESG topics; and
- work on the appointment of a sustainability auditor.
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