Universal Registration Document 2025

Board of directors

Activities

The main work carried out in 2025 is as follows:

Activities
  Main work completed in 2025:
Review of financial statements Review of financial statements

Main work completed in 2025:
  • The Committee reviewed the Groupe’s annual financial statements for financial year 2024 and half-year financial statements at June 30, 2025, as well as the related reports.
  • It regularly acknowledged the Groupe’s results with an analysis of organic growth by country/region and by business line.
  • It verified the relevance and consistency of the accounting methods adopted for the preparation of the financial statements.
  • It analyzed the Groupe’s cash position.
  • It reviewed ongoing ordinary arms-length agreements, in application of the verification procedure for these agreements as well as the criteria allowing this classification.
  • It reviewed the Groupe’s tax strategy and policies. It also acknowledged the Groupe’s new tax obligations, particularly in the United States.
Internal audit Internal audit

Main work completed in 2025:
  • The Committee reviewed of the missions carried out by the internal audit during 2025 and monitoring the implementation of the action plans.
  • It approved the internal audit plan for 2026.
  • It acknowledged controls carried out under the French “Sapin 2” Anti-corruption Law.
  • It also reviewed the assessment of the Groupe’s internal financial control.
  • It examined the independence of the Director of Internal Audit and the adequacy of the department’s resources to carry out its missions.
  • It was informed of the positive results of the certification mission carried out by IFACI in January 2025 on Internal Audit activities.
External control External control

Main work completed in 2025:
  • The Committee acknowledged the work of the statutory auditors and their reports on the Groupe’s financial statements.
  • It discussed with the statutory auditors the Groupe’s financial statements.
  • It reviewed and approved the statutory auditors’ fees for 2025, and fees for additional missions given to them.
  • It examined the fees paid in 2025 to other audit service providers.
  • It monitored the call for tenders process to appoint a new sustainability auditor, including a review of the fees and independence of the candidates proposed by management.
Risk management Risk management

Main work completed in 2025:
  • It was informed of the risks having or potentially having a financial impact.
  • It examined the Groupe’s cybersecurity system, in collaboration with the members of the Strategic, Environmental and Social Committee (for more information on this joint meeting, see Section 3.1.4.5).
  • The Committee acknowledged the Groupe’s insurance policy.
  • It regularly monitored the most sensitive cases of fraud, litigation, investigations and lawsuits.
Non-financial and sustainability information Non-financial and sustainability information

Main work completed in 2025:
  • The Committee monitored the results and processes for the first implementation of the CSRD and ESRS within the Groupe.
  • It took note of the work of the auditor in charge of certifying sustainability information for the 2024 financial year.
  • It reviewed the results of the update of the double materiality matrix and the analysis of the most significant IROs (impacts, risks and opportunities) for the Company.(1)
  • It examined the scope of the sustainability audit for 2025.
  • It reviewed the update of the Groupe’s climate risk mapping.
  • It is regularly informed of the internal control system in terms of sustainability.(1)
  • It monitored the work to update the climate transition plan with regard to the revision of the SBTi methodology.
  • It was informed of the results of the social audit carried out with the Groupe’s suppliers.

The Secretary General and the Groupe Chief Financial Officer attend all Committee meetings. The following are invited as needed: the Internal Audit Director, the Groupe Deputy Chief Financial Officer, the Groupe Legal Director, the Groupe CSR Director, the Groupe Tax Director and the Groupe Insurance Director