Financial Report and Registration Document 2010 - Groupe Seb

CORPORATE GOVERNANCE
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CORPORATE
GOVERNANCE
BOARD OF DIRECTORS 36
Chairman & CEO 36
Board members 36
Founder family connection 41
Absence of convictions for fraud, involvement
in bankruptcy or official public sanction 41
Absence of potential conflict of interest 41
Service contracts 41
ORGANIZATION AND OPERATION
OF THE BOARD OF DIRECTORS 42
Operation of the Board of Directors 42
Board of Directors’ Meetings 42
Attendance fees 43
Board of Directors’ Committees 43
Evaluation of the Board of Directors 44
Directors’ Charter and Internal Regulations
of the Board of Directors 44
Keeping Board members informed 44
GROUP MANAGEMENT BODIES 45
Group Executive Committee 45
Continental General Management (structure) 45
Strategic Business Areas (SBAs) management
structure 45
Other general managements 45
Remuneration of management
(Group Executive Committee) 46
Remuneration of the Chief Executive Officer 46
Share transactions carried out by
members of SEB management during 2010
(Article L. 621-18-2 of the French Monetary
and Financial Code) 50
CHAIRMAN’S REPORT
ON INTERNAL CONTROL 51
Group internal control environment 51
Internal control participants 52
Accounting and financial information procedures 54
STATUTORY AUDITORS’ REPORT
ON INTERNAL CONTROL 56
Information on the internal control procedures
relating to the preparation and processing
of accounting and financial information 56
Other disclosures 56
STATUTORY AUDITORS 57
Statutory auditors 57
Substitute Statutory auditors 57
Fees paid to Statutory auditors 58
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GROUPE SEB
FINANCIAL REPORT AND REGISTRATION DOCUMENT 2010
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