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Worldline
2016 Registration Document
Annex II
Report of the Chairman of the
Governance and
Internal Control
Board of Directors on Corporate
Dear Shareholders,
“Company”), let me first of all present the preparation and organization conditions of the works of the Board of Directors since January
1,
Pursuant to article L.
225-37 of the French Commercial Code, as Chairman of the Board of Directors of Worldline SA (hereinafter the
2015, and secondly, the internal control procedures set up within the Worldline Group.
The Board of Directors approved this report during its meeting of March
28, 2017.
Corporate Governance
A.
corresponding chapters of this Registration Document.
This Registration Document includes all corporate governance-related items required by article L.
225-37 of the French Commercial
correspondence between the “Corporate governance” section of the report of the Chairman of the Board of Directors and the
Code to be included in the Chairman’s report on Corporate Governance and Internal Control. The following table shows the
Chapter of the
Document
Registration
Composition of the Board of Directors and ratio of women Directors at the Board
14.1
Reference to a Corporate Governance Code
16.5
Independence of the members of the Board of Directors
14.1.1
Conditions of preparation and organization of the work of the Board
16
Assessment of the composition and functioning of the Board of Directors
16.3.3
Principles and rules for determining the remuneration and benefits of the Chairman and Chief Executive Office
15.2
Principles and rules for the payment of Directors’ fees
15.1
Formalities for participation of shareholders in the Shareholders’ General Meeting
21.2.4.4
Information relevant in a context of public offering
21.2.5.3
incorporated in this Registration Document (see Annex IV for a cross-reference table related to the Annual Financial Report).
Information referred to in article L.
225-100-3 of the French Code de commerce are provided in the Annual Financial Report which is