Banken for en verden i endring The bank for a ... - BNP Paribas

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Banken for en verden i endring The bank for a ... - BNP Paribas

• report of the Chairman / corporate governance at BNp paribas

Procedure for selecting directors (1)

The procedure for recruiting directors is based

on information and assessments provided by

the members of the Corporate Governance and

Nominations Committee and the Chairman of the

Board. This ensures that successful candidates

have the personal and professional qualities

required to carry out the function of director in a

Group such as BNP Paribas.

Directors’ access to information

and initial training (2)

• When directors take up their appointment,

they are provided with a summary document

describing the Group, its profile and organisation,

and providing recent financial statements

as well a series of pointers on the information

available from the Group’s websites.

The Board’s support staff also organises a

number of working meetings between the

new directors and managers of Group functional

and operating units that are of interest

to the new directors in light of their functions

and personal priorities.

(1) AFEP-MEDEF 2003 (16.1).

(2) AFEP-MEDEF 2003 (11).

(3) AFEP-MEDEF 2003 (5 and 17).

• Committee meetings also provide opportunities

to update the information available to directors

on specific issues related to the items on

the agenda. The Board is also kept informed

of developments in regulatory guidelines on

banking industry corporate governance, such

as the document entitled “Enhancing corporate

governance for banking organisations”

published by the Basel Committee on Banking

Supervision in February 2006.

• In accordance with the Board’s internal rules,

directors may request that the Chairman of

the Board or the Chief Executive Officer

provide them with all documents and information

required to enable them to carry out

their functions, participate effectively in Board

meetings and make informed decisions,

provided that such documents are useful for

decision-making purposes and related to the

Board’s authority.

Code of ethics applicable to directors (3)

• According to the internal rules, “… directors shall

interact effectively with others in the workplace

and respect their opinions, and shall express

themselves freely on subjects debated in Board

meetings, even in the face of opposition”.

• “They shall have a strong sense of responsibility

towards shareholders and other stakeholders.”

• “They show a high level of personal integrity

during the term of their office, and respect the

rules related to their responsibilities.”

• “In the event of a significant change in their

functions or positions held, directors agree

to allow the Board to decide whether or not it

is appropriate for them to continue to serve as

directors of BNP Paribas.”

• “All directors are required to comply with legal

obligations and the stock market recommendations

and regulations related to information

that concerns directors personally.”

153

CORPORATE GOvERNANCE

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