Derichebourg // 2020-2021 Universal Registration Document

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Risk factors and internal control Internal control

Description of internal control 2.3.3 procedures put in place Main organizational procedures and internal control In order to meet its operational and financial objectives, the Group has structured its internal control utilizing the following organization. The Group is composed of a listed holding company that controls parent-holding companies, which in turn oversee the Group’s operational businesses. Some of the Group’s corporate services and support functions have been delegated to Derichebourg Environnement. This centralized organization allows the Group’s main guidelines and objectives to be applied in a uniform manner. Procedures are formalized in close collaboration with all risk-bearing stakeholders both at the headquarters and within the subsidiaries. Each procedure is signed by the person in charge of the process, the General Secretary and the Group’s Chief Executive Officer. In order to ensure wide dissemination, these Group procedures are communicated by the internal controller to all stakeholders, and then made accessible via the Group intranet. At the rate of one meeting per month, the DBG Finances Strategic Committee meets according to an agenda determined by the Deputy Chief Executive Officer. The Group’s decisions and strategic guidelines are set out during this meeting. The Investment Committee The Investment Committee is composed of the Group's Chairman and Chief Executive Officer, the Deputy Chief Executive Officer, the respective Chairmen of the Multiservices and Environment divisions, the Chief Financial Officer and the Group General Secretary. It is chaired by Mr. Daniel Derichebourg. This Committee makes decisions on any investment requests according to objective assessment criteria, and grants advance approval for any investment (or restructuring) project, regardless of its amount or type (sale/acquisition/incorporation, etc. purchase of goodwill, JV, GME, acquisition/sale of real estate), any commercial contracts out of the usual scope in terms of their amount or length, etc. committees 2.3.4 The DBG Finances Strategic Committee

Officer, the General Secretary and other attendees according to the subjects under discussion. This committee meets around once a month; one for the Multiservices business, chaired by the Director of the Multiservices business and composed of the heads of businesses and heads of support functions. Other attendees may also be invited according to the subjects under discussion. This committee meets at least once a quarter. The role of these committees is to analyze the commercial and financial performance of each Group division, to review market developments, implement Group guidelines and to set operational and financial objectives. Monthly meetings are also organized for each division to review monthly performance. The CSR Committee The CSR Committee, made up of the Secretary General, the Finance Department, the Human Resources, QSE and CSR Departments, is responsible for monitoring the action plans and the effectiveness of the systems put in place through the use of management indicators. The Finance Department ensures that financial transactions are carried out (raising capital in banking markets, financing projects and investments); manages the Group’s cash in cooperation with the divisions, (debt and liquidity) through a reporting system; analyzes major financial risks together with the divisions (interest rates, foreign currencies) and defines the hedging policies to cover these risks; analyzes differences between forecasts and actual figures; participates in the analysis of investment projects and proposed contracts; ensures the reliability of accounting and management information, in particular by determining at the Group level the type, scope, form and frequency of financial information to be provided by the divisions. It also establishes the financial reporting standards, accounting standards and procedures and the instruments and procedures for consolidating information. The General Secretariat The Legal Department, Group insurance, internal control and compliance all report to the General Secretariat. Therefore and by delegation, the Legal Department: manages all of the Group's legal transactions; provides counsel for operational businesses in France; coordinates the Group’s lawyers and legal advice activities in France.

The Executive Committees Each division has its own Executive Committee:

one for the Environment business chaired by the Deputy CEO and composed of the Chairmen of the European subsidiaries of the Environmental Services business, the HR Director, the Chief Financial

DERICHEBOURG 2020/2021 Universal Registration Document 48

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