Procedures

The Board of Directors

The Board of Directors determines the strategic orientations of the Company and ensures their implementation. Therefore to do so, the Board:

• Oversees the proper operation of the Company ; it appoints the corporate officers and directors, whose activity and independence are controlled.
• Oversees the quality of financial information contained in the financial statements and the annual report.
• Ensures the proper exercise of the respective duties and responsibilities of the company’s governing bodies and of the internal control organization.

 

The Executive Committee

The Executive Committee is responsible for the day-to-day management of Arkema.

 

Board Committees

The Board sets up standing or ad hoc committees where appropriate, which it oversees.

 

The following standing Board Committees have been set up:

 

Nominating and Compensation Committee

• The Committee recommends to the Board of Directors candidates for appointment as directors and officers.
• It also submits policy recommendations and proposals on compensation, especially for executives, pension funds, death and disability insurance, and allocation of shares without consideration.
• The Committee is composed of three directors appointed by the Board of Directors.

 

Audit activity

• The Committee helps the Board of Directors controlling the quality of internal control and the reliability of the information provided to shareholders and to the financial markets.
• It recommends candidates for appointment as statutory auditors and reviews the financial statements of the Company and the Group prior to their review by the Board.
• The Committee is composed of three directors appointed by the Board of Directors and reports on its work to the Board.

 

Internal control

Arkema’s internal control organization is based on the recommendations of the Committee of Sponsoring Organizations (COSO) of the Treadway Commission.

Internal control is a process applied to executives, management and other personnel, designed to provide reasonable assurance regarding the achievement and efficiency of operations, reliability of financial information, and compliance with applicable laws and regulations.

Arkema’s internal control is adapted to its organization, which consists of business units, corporate departments and subsidiaries.

 

Ethics Process

The Code of Conduct sets out the values and principles that underpin and govern the actions and behavior of our teams. The Code of Conduct is available to all employees.

An Ethics Ombudsman reporting directly to the Chairman will be appointed. Employees who experience problems aligning their decisions with the Code of Conduct’s requirements can request the assistance of the Ethics Ombudsman, to whom issues can also be referred confidentially, without going through management channels.