DERICHEBOURG - Universal registration document 2019-2020

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Group management report Risk factors

Some of the Group’s corporate services and support functions have been delegated to Derichebourg Environnement. This centralized organizationallows the Group’s main guidelines and objectives to be applied in a uniformmanner. The StrategicCommittee The Strategic Committee, composed of the same members as the Investment Committee, meets once a month and its agenda is determined by the Deputy CEO. The Group's decisions and strategic guidelinesare set out during this meeting. an Environmental Committee chaired by the Deputy CEO and p composed of the Chairmen of the European subsidiaries of Environmental Services businesses, the HR director, the Chief Financial Officer and other attendees according to the subjects under discussion.This committeemeets aroundonce a month; a MultiservicesCommittee,chaired by the Head of the Multiservices p business and composed of the heads of businesses and heads of support functions.Other attendeesmay also be invited accordingto the subjects under discussion. This committeemeets at least once a quarter. The role of these committeesis to analyze the commercialand financial performanceof 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 in order to reviewmonthlyperformance. The Finance Department Ensures that financial transactions are carried out (raising capital in p bankingmarkets, financingprojectsand investments). Manages the Group’s cash in cooperationwith the divisions, (debt p and liquidity) througha reportingsystem. Analyzes major financial risks together with the divisions (interest p rates, foreign currencies) and defines the hedging policies to cover these risks. Analyzesdifferencesbetweenforecastsand actual figures. p Participates in the analysis of investment projects and proposed p contracts. Ensures the reliability of accounting and management information, p in particularby determiningat 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 proceduresfor consolidatinginformation. The General Secretariat It overseesthe Legal Department,Group insurance,internal control and compliance.Thereforeand by delegation,the Legal Department: The Executive Committees Each divisionhas its own ExecutiveCommittee:

managesall legal activities in France; p coordinatesthe Group’s lawyersand legal advice activities. p Insurance, internal control and compliance are under the direct responsibilityof the General Secretariat. Internal control procedures relatedto 3.3.3.4 the preparationand processing offinancial and accounting information Internal control procedures related to the preparation and processing of financial and accountinginformationare mainly preparedunder the supervision of General Management by the Financial and Accounting Department, which reports directly to General Management. The operatingsubsidiariesare responsiblefor implementation. Most of these procedures are frequentlymodified to ensure that they meet the Group’s requirements. The Group’s Financial and Accounting Department is responsible for preparing Derichebourg’s corporate financial statements and the Group’sconsolidatedfinancial statements. For this task it is supportedby the followingorganization: The role of corporate governancebodies The Board of Directors reviews and approves the annual financial statements of Derichebourg and the Group’s consolidated financial statements. The main accounting options used are brought to the attentionof the Audit Committee. The Group’s earnings for the period, consolidated balance sheet and financialpositionare examinedat this meeting. The independent auditors express their findings upon completion of their audit. The accounting andfinancial organization Definition and communicationof the Group’s accounting policies, p both for the corporate financial statements and the consolidated financial statementsunder IFRS. New legislation and regulations are monitored to assess their p potential impact on the Group’saccounts. Monthly closing: each subsidiary closes its accounts on a monthly p basis. They are then subjected to an accounting analysis and a management analysis by the division’s operational and financial staff. Definition and communicationof instructions for closing the books. p Prior to each stage of the consolidation process, the Accounting Department circulates consolidation packs, closing assumptions (table of rates), the scope of data to be provided and its schedule. This information is sent to the Group subsidiary administrativeand financialmanagers. Development, installation and maintenance of the IT consolidation p tools. Standardization of the IT tools (configuration, maintenance, p communication and verification of data) secures and harmonizes data processing. Communicatingaccountingand financial informationto the Group’s p administrative and management bodies, and verifying financial informationprior to its circulation.

managesall of the Company’slegal transactions; p providescounsel for operationalbusinessesin France; p

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