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REPORTS OF THE BOARD OF DIRECTORS
8
REPORT BY THE CHAIRMAN OF THE BOARD OF DIRECTORS
Legal management of subsidiaries and equity interests
The Corporate Legal Affairs Department has deployed the Enablon
software for managing the Group’s subsidiaries and equity interests in
France, Germany, Spain, the UK and the Middle East, enabling it to:
●
have a cross-functional and centralised management system for
holdings and subsidiaries, covering financial, legal, accounting
and tax issues;
●
have software with an integrated data security function;
●
introduce a fast, reliable and powerful tool, which can support the
Group’s international growth strategy and deal with the increasing
complexity of its operations, and which is available to all support
functions (consolidation, accounting, cash management, tax, country-
level finance directors, legal experts, etc.).
Disposals – Acquisitions
The identification of acquisition targets and their pre-selection are
initiated by a dedicated department and/or the operations department
concerned and are then validated by the executive management team
and the Finance Department.
Following the performance of operational, financial, HR, tax and legal
audits, aimed at ensuring the targets are compatible with the Group’s
business model as well as reviewing their financial performance and
identifying potential risks, acquisition proposals are presented to the
Board of Directors for approval.
Acquired companies are immediately integrated into the Group’s
operational and management reporting process and, depending on
their size, the Group’s information systems are deployed to guarantee
the reliability of financial information.
Disposals of assets or securities are validated by the Board of Directors
and the executive management team and are managed and monitored
at Group level in conjunction with the operations department concerned.
Communication of results
The preparation and validation of press releases and investor
presentations concerning the Group’s results are governed by a specific
procedure involving the Group’s executive management team, the
Finance Department, the Communications Department and the Statutory
Auditors. Draft earnings releases are submitted to the Audit Committee
and the Board of Directors for review.
The Group takes all reasonable measures to provide regular, reliable,
clear and transparent information to its shareholders and financial
analysts.
Information is provided through press releases, the quarterly publication
of the Group’s revenue figures and the half-yearly and yearly publication
of its results.
The Group organises meetings with financial analysts twice a year,
when it publishes its results, as well as conference calls four times a
year, when it publishes its quarterly revenue figures.
Tools
The Group has put in place a set of key indicators which enable it
to monitor project management. These indicators are tracked during
the quarterly project reviews carried out with operations staff by the
CFO & Deputy CEO and the Executive Vice-President in charge of HR
development. The Group’s financial reporting also includes a series of
indicators and aggregates which allow for a finely-tuned analysis of the
performance of the various subsidiaries and business units. In addition
to these indicators, the Group specifically monitors its indirect costs,
billable staff time and billing rates. All of the tools implemented are also
rounded out by the Group’s internal control measures.
8.1.3.3.2 INTERNAL COMMUNICATION
The Intranet and the reporting and consolidation system are the two
centralised communication channels used by the Group to relay key
information that is necessary for the people concerned to exercise their
responsibilities.
The QMS manual and the main procedures applicable at local level
(relating to IT, human resources and project management) are published
on the Intranet.
All of the subsidiaries are equipped with the reporting and consolidation
system (LINK), which is the platform used for the financial information
published by the Group. An accounting guide is distributed to all Group
subsidiaries to ensure that information is submitted in a standardised
fashion.
The Group communicates with its subsidiaries by circulating
memorandums and procedures in order to ensure that matters affecting
the Group as a whole, such as investments, cash management, the
monitoring of trade receivables, etc., are dealt with in a consistent
manner.
Lastly, subsidiaries are responsible for setting up and maintaining
management information systems that are compatible with the Group’s
objectives in terms of reporting financial information and managing
projects. At this stage, the Group has not opted to implement a shared
management information system for all of its subsidiaries as it considers
that the nature of its activities does not require a Group-wide system.
It does, however, take care to ensure that the descriptions and content
of its key performance indicators are harmonised for comparable
activities in order to enable cross-business analyses (in particular project
profitability analyses) to be carried out based on the same data, and to
facilitate the exchange of skills between business units and countries.
8.1.3.3.3 IDENTIFYING, ANALYSING AND MANAGING RISKS
The Group attaches critical importance to effectively managing its risks.
The main categories of risk to which the Group is exposed are as
follows:
●
financial risks;
●
contractual risks;
●
employee-related risks;
●
market-related risks;
●
risks relating to IT systems.
The “Risk Factors” Chapter of this Registration Document (Chapter 5)
describes the Group’s main risks as well as the measures implemented
to manage them.
The quarterly project reviews help to identify the risks involved in
ongoing projects and to decide on any actions to be taken to reduce
them. These reviews – which mainly relate to fixed-fee projects – are
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