2007 Interactive Registration Document - Renault

THE ALLIANCE:
n took cognizance of the summary of the Alliance Board’s decisions and
proposals.
4.1.2 AUDIT OF THE BOARD OF DIRECTORS ✦
In accordance with market practice and the recommendations of the AFEP/MEDEF
report, the Board of Directors commissioned outside fi rm Spencer Stuart to conduct
a thorough audit of its membership, organization and operating procedures.
The Appointments and Governance Committee examined the results of the
assessment and the Committee Chairman presented them to the Board at its
meeting on December 5, 2007.
The outcome of the survey was highly favorable on the whole and confi rms the
positive results of the detailed assessment conducted in 2004.
All the Board members wholeheartedly stress the strong trust between the
Board and the CEO.
The Board affi rms unanimously that it is fully informed of the Group’s fi nancial
position and operations.
The Board acknowledged the high standard of the Board’s organization and
operating procedures, in particular: the frequency of the meetings, the relevance
of the agenda and the documents, and the quality of the deliberations.
The Board expressed its satisfaction with the provision of accurate, relevant
information about Renault’s main competitors, which had been requested during
the simplifi ed self-assessment in 2006.
There is a consensus to assess the new approach of the Accounts and Audit
Committee, which, in addition to its essential role of approving the fi nancial
statements, is the best placed in terms of access to information on the risks
incurred by the company to issue an annual opinion on risk management and
prevention.
REGULATED AGREEMENTS:
n no regulated agreements were submitted for Board approval.
CORPORATE GOVERNANCE 04
THE BOARD OF DIRECTORS
The preparations for the Board meetings are described in the Chairman’s report
on the work of the Board, as per article L. 225-37 of the Commercial Code,
see c hapter 4.5.1.
The decision to dedicate a day in September 2008 to the C ompany’s strategy
after Renault Commitment 2009 was appreciated.
The Board expressed an open opinion or requested improvements on the
following:
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the directors have a slightly less positive feeling about the confi dentiality of
the discussions relative to 2004;
the range of competencies represented on the Board no longer seems entirely
appropriate in the light of the issues facing the company in the future.
The involvement of working managers with strong industrial and international
experience is desired. The Appointments and Governance Committee has
embarked on an open discussion of the membership and renewal of the
Board;
the directors’ fees are considered on the whole lower than those of other
similarly-sized CAC 40 companies;
although the work of the Committees is considered positive and satisfactory –
and in particular the work of the Accounts and Audit Committee – the Board
would like to receive a more detailed report on the work of the Appointments
and Remuneration Committees and notes that the information provided by
the CEO and the International Strategy Committee is redundant.
The Chairman of the Board of Directors and the Committees concerned will
endeavor to give due consideration to the directors’ requests on these points.
Furthermore, the informal lunch after the Board meeting, initiated in 2003, was
repeated and will be pursued in the future. It gives directors an opportunity to
exchange views with members of the Renault Management Committee.
✦ Global Reporting Initiative (GRI) Directives Registration Document Renault 2007 135
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