Audit Committee


The Audit Committee's assignment is to:

  • Reviewing and discussing with management and the statutory auditors the following items:
    • the consistency and appropriateness of the accounting methods adopted for establishment of the corporate and consolidated financial statements;
    • the consolidation perimeter;
    • the draft annual and consolidated accounts, semi-annual and quarterly consolidated financial statements along with their notes, and especially off-balance sheet arrangements;
    • the quality, comprehensiveness, accurateness and sincerity of the financial statements.
  • Hearing the statutory auditors reporting on their review, including any comments and suggestions they may have made in the scope of their audit;
  • Examining the draft press releases related to the Group financial results and propose any modification deemed necessary;
  • Review the annual report ("document de reference");
  • Raising any financial and accounting question that appears important to it;
  • Review with the General Management (i) the Company’s policy on risk management, (ii) the analysis made by the Company of its major risks (risk cartography) and (iii) the programs put in place to monitor them;
  • Review with the General Management (i) the role and responsibilities with respect to internal control; (ii) the principles / rules of internal control defined by the Company on its general internal control environment (governance, ethics, delegation of authority, information systems...) and on the key processes (treasury, purchase, closing of the accounts, fixed assets...), (iii) the internal control quality as perceived by the Company and (iv) the significant deficiencies, if any, identified by the Company or reported by the external auditors (section L.823-16 of the French code of commerce) as well as the corrective actions put into place;
  • Reviewing with General Management:
    • the organization and operation of internal audit;
    • Its activities and notably the missions proposed in the scope of the internal audit plan approved by the general management and presented to the Committee;
    • Results of internal audit reviews.
  • Reviewing with the statutory auditors their annual audit plan;
  • Hearing, if necessary, the statutory auditors without the management being present;
  • Monitoring the procedure for selection of the auditors and issue a recommendation to the Board of Directors on the statutory auditors whose appointment is to be submitted to the shareholders' meeting;
  • Monitoring the independence of the statutory auditors on annual basis;
  • Discussing possibly individually the audit work with the statutory auditors and the management and reviewing regularly with the management the amount of the auditors' fees. Within the framework of a procedure that it determines annually, the Committee has sole authority to authorize performance by the auditors and/or by the members of their network of services not directly relating to their auditing mission;
  • Reviewing with management and, when appropriate, the external auditors the transactions binding directly or indirectly the Company and its executive officers;
  • Seeing to the handling, anonymously, of any feedback concerning a possible internal control problem or any problem of an accounting and financial nature.


The Audit Committee is chaired by Mrs. Anne-France Laclide-Drouin*. Members of the Audit Committee are:

  • Mrs. Helen Lee Bouygues*
  • Mrs. Colette Lewiner*

(*) Independent director

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