Plastic Omnium - 2020 Universal Registration Document

CORPORATE GOVERNANCE Composition and conditions for the preparation and organization of the work of the Board of Directors PLASTIC OMNIUM UNIVERSAL REGISTRATION DOCUMENT 2020 95 THE AUDIT COMMITTEE Mr. Vincent Labruyère, Chairman 3 MEETINGS 89 % PARTICIPATION The Audit Committee is composed of three members: Mr. Vincent Labruyère, Mrs. Lucie Maurel Aubert and Mrs. Amélie Oudéa-Castera. The Audit Committee met 3 times during the fiscal year 2020 with an overall participation rate of 89%. The Statutory Auditors attended all meetings. Principal missions The principal missions of the Audit Committee are: monitoring the basis of preparation for the Group’s financial ● information; monitoring the legal audit of the financial statements and consolidated ● financial statements by the Statutory Auditors; reviewing the Statutory Auditors’ audit plans and engagement program ● and the outcome of their verifications; monitoring the independence of the Statutory Auditors; ● monitoring the efficacy of the Internal Control and Risk systems; ● monitoring the Group’s major exposures and sensitivity to risks; ● warning the Chairman of the Board in the event of detection of a major ● risk, which, according to him, has not been treated appropriately; reviewing the program and objectives of the Internal Audit Department, ● as well as the methods and procedures of the internal control systems used; reviewing the scope of consolidation and reasons why some companies ● would not be included; reviewing matters likely to have a significant impact on the Group’s ● financial situation. Main activities in 2020 The activities of the Audit Committee focused on the following topics: approval of the 2019 statutory accounts and consolidated financial ● statements; review of interim statutory and consolidated financial statements at ● June 30, 2020; review of Statutory Auditors’ reports; ● estimates and forecasts at 2020 year-end; ● review of the audit plan and the outcome of the verification carried out, ● their recommendations as well as the action taken as part of the statutory audit; review of the methods used and the results of asset impairment tests ● carried out during the first half of 2020; review of the audits carried out by the Statutory Auditors with regard to ● social, environmental and societal information; monitoring of the Internal Audit activity, the committee having ● concluded that Internal Audit has carried out a detailed review of the key processes with exacting criteria; review of the risk mapping and related action plans, in particular the ● risk related to industrial safety and the launch of programs as well as environmental and IT risks; reviewing of significant off-balance sheet commitments, risk factors ● and risk mapping, the committee having concluded that risk management is controlled and assumed at the operational level and the level of Corporate Departments; review of the deployment of the anti-corruption compliance program; ● review of the corruption risks mapping; ● review of the actions undertaken regarding compliance with the GDPR ● regulations; review of the report of the Board of Directors on corporate governance; ● information on legal risks and potential disputes and major facts that ● are likely to have a significant impact on the financial position of the Plastic Omnium Group. COMPENSATION COMMITTEE Anne-Marie Couderc, Chairwoman 2 MEETINGS 100 % PARTICIPATION The Compensation Committee is composed of three members: Anne-Marie Couderc, Anne Asensio and Prof. Dr. Bernd Gottschalk. The Compensation Committee met 2 times in fiscal year 2020 with an overall participation rate of 100%.