BIC - 2018 Registration document

RISKS

Risk management and internal control procedures implemented by the Company Risk management and internal control procedures

Édouard Maruani, General Counsel, • Laurent Serano, Chief Information Officer. •

2.4.3.

RISK MANAGEMENT AND INTERNAL CONTROL PARTICIPANTS, SPECIFIC STRUCTURE (S) IN CHARGE/RESPECTIVE ROLES AND INTERACTIONS

Category General Managers are directly responsible for Manufacturing, New Product Development, Research and Quality Assurance. In addition, they are responsible for developing and proposing each category’s long-term strategy. The Leadership Team also monitors the quality of the internal control process and the implementation of risk coverage. It also ensures, with the Group Chief Financial Officer’s support, that indicators are consolidated to measure the operational performance against the budget and, if necessary, focus on the variances and corrective measures that may need to be implemented. In addition to the budget, forecasts are prepared and revised during the year to monitor the budget achievement and understand any current marketplace dynamics. A strategic planning process is in place to help identify future growth opportunities. On February 13 th , 2019, BIC announced the creation of the BIC Executive Committee. This Committee consists of a team of seven leaders who will meet regularly and work closely with Gonzalve BIC, Chief Executive Officer, in setting the Group’s long-term ambition and strategy to drive profitable growth. Three newly-created roles will be part of the Executive Committee: Group Insights & Innovation Officer – Thomas Brette; ● Group Supply Chain Officer – Peter Dalsberg; ● Group Commercial Officer – Benoit Marotte. ● Also, the Executive Committee team will include the following existing roles: Group Lighter General Manager - François Clement-Grandcourt; ● Chief Finance Officer - James DiPietro ; ● This new structure allows BIC to benefit from the collective experience and expertise of this group of talented leaders and realize its growth potential. To further its effectiveness, the Executive Committee will now be able to draw on the input and broader perspective of an extended Leadership Team whenever a greater depth or breadth of knowledge and expertise is required. The Audit Committee 2.4.3.3. The Audit Committee (see section 4.1.2.6. Committees set up by the Board of Directors), among other assignments, monitors closely the risk management and internal control systems on a regular basis. The Committee can interview the Internal Audit Manager to be updated on the work performed during the year and can give its opinion on the department’s organization. A summary of internal audit findings is shared with the Committee on a yearly basis. Chief Human Resource Officer - Alison James; ● Global Strategy and Business Development. ●

Risk management and internal control implemented by the BIC Group are fully integrated functions within the organization.

The Board of Directors 2.4.3.1. The Board of Directors of SOCIÉTÉ BIC, which represents the Shareholders, acts in all circumstances in the interests of the Company. It must also review and approve the Company’s strategic objectives. The Leadership Team 2.4.3.2. The Leadership Team, under the direction of Gonzalve Bich, Chief Executive Officer of SOCIÉTÉ BIC, is comprised of 13 members whose principal goal is to implement the strategy of the Company as defined by the Board. It is also responsible for defining the implementation and the supervision of the means to achieve the objectives. In addition to Gonzalve Bich, the Leadership Team members include: operational representatives responsible for continents: ● Benoît Marotte, General Manager Europe, North America • and Asia Pacific, Chris Mills, succeeded by Mary Fox, General Manager North • America, Ricardo Ibarra, General Manager Latin America, • Peter Van den Broeck, General Manager Middle East, • Africa & India; representatives of product categories: ● Peter Dalsberg, General Manager for Stationery, • François Clément-Grandcourt, General Manager for • Lighters, Thomas Brette, General Manager for Shavers; • representatives of transverse functions: ● Marie-Aimée Bich-Dufour, Sustainable Development, BIC • Foundation Chairwoman, Board Secretary & Executive Vice-President, Timothy Perman, Chief Strategy and Business Development • Officer, Alison James, Chief Human Resources Officer, • James DiPietro, Chief Financial Officer & Executive • Vice-President,

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• BIC GROUP - 2018 REGISTRATION DOCUMENT •