Econocom - 2020 annual report

05 management report

corporate governance statement

Since 23 November 2017, one-third of the members of Econocom group’s Board of Directorshave been women, pursuant to the conditions set out in article 7, section 86 of the CSA. At 31 December2020, the Boardwas made up of three women: Véronique di Benedetto, whose term was renewed at the Ordinary General Meeting of 16 May 2017, AdelineChallon-Kemoun,andMarie-Christine Levet, whose terms were renewed at the OrdinaryGeneral Meetingof 19 May 2020. Econocom Group only applies part of the recommendationsin Principle 5 of the 2020 Code, which state that "the Company must use a transparent procedure for appointing Board members",because it deems that the recommendationof the 2020 code is ill-suited to Econocom group's size. However, on 23 January 2020, the Board of Directors changedthe CompensationCommitteeinto a CompensationandAppointmentsCommittee, in charge of suggesting appointments and formulate recommendations to the Board of Directors on appointments and reappointments of corporate officers and certain executivemanagers. EconocomGrouponly partiallycomplieswith the new recommendationsof Principle 7 on the compensation of Board members and executive managers. The Group’s compensation policy is set out in the compensationreport. The Chairman of the Board of Directors does not systematically attend General Meetings, contrary to the recommendations of Principle 8 of the 2020 Code, but he ensures that the Board of Directors is always represented by one Director. Information about the main shareholders of Econocomgroup and their relationshipwith each other and the Company, are not published in the Corporate Governance

Charter, but in the Management Report and updated eachyear. Econocom Group has not formalised the procedures for assessing the performanceof its governance, thereby departing from Principle 9 of the 2020 Code, insofar as the assessment of the performance of its executive management and Board of Directors is part of an ongoing process that does not require any specific formalities. Description 5.3. of internal control and risk management procedures in the context of the preparation of the financial information The financial information communicatedby the Group refers to its consolidatedfinancial statements and to the management accounting aspects of the financial statements published in compliance with IFRS as adoptedby the EuropeanUnion and approved bythe Board of Directors. This financial information is, at every reporting date, presented to the Group’s Audit Committee, and explained to all the Directors. FINANCIAL ORGANISATION 5.3.1. The Group’s financial organisation is both local and global. The Group is organised by business line and country. Financial processes are implemented by finance teams, Finance Directors and financial controllers, all of whom report to the Group Chief Financial Officer. Business and country Financial Controllers ensure that the reporting rules and practices are applied consistently across the business lines, irrespectiveof the country.

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2020 annual report