Annual report 2006 - Dexia.com

CORPORATE GOVERNANCE
Ethics and compliance
Since its creation at the beginning of 2003, the ethics and compliance
function has been consolidated to form a true Compliance
unit composed of all Compliance Officers within each
entity, subsidiary or branch that performs an activity within the
Dexia Group. The unit is directed by a coordination committee
composed of the Compliance Officers for the three operating
entities under the chairmanship of the Chief Compliance Officer
of Dexia.
The role of the committee is, first, to coordinate the regulatory
watch mechanism, and to establish, disseminate and ensure
compliance with Group policies and, second, to control, through
information, awareness, training and audits, compliance risks,
which are the risks resulting from failure to comply with the laws,
regulations or standards of the profession.
Principles
Dexia’s integrity policy is based on the following principles:
• the application of the same principles of ethics and conduct
within all of Dexia’s entities;
• compliance with both domestic and international laws and
regulations;
• the promotion of a climate of transparency and confidence
with customers, employees and shareholders;
• the definition of a policy to prevent fraud or any other misuse
of assets, systems, information or procedures;
• continued integrity, particularly in conducting transactions or
providing information to the financial markets.
In order to combat money laundering and the financing of terrorism,
Dexia follows the highest international standards and
is transposing those standards into its internal policies. More
particularly, Dexia adheres to the recommendations published
by FATF (the Financial Action Task Force on money laundering)
and the Wolfsberg principles for private and correspondent
banking, and fund administration. These principles are being
reinforced by the implementation within the Group of common
prevention, tracking and surveillance tools.
Thus, in 2005, the Group continued to develop internal standards
and to deploy the shared transaction analysis software to
fight money laundering and the financing of terrorism.
In the areas of market manipulations, conflicts of interest,
investment services and other regulated areas, Dexia complies
with and is progressively transposing the directives,
laws and circulars as they are issued and become effective.
Detailed rules govern personal transactions by employees and
executives, which are carefully monitored, in order to prevent
insider trading.
Organization
The Compliance unit is organized on the basis of the Compliance
Charter, which defines the missions of the compliance
unit as well as its powers and objectives. The code of ethics
translates the general obligations of all Group employees into
practical instructions. Special codes define the rules that apply
more specifically to certain businesses, such as the financial
markets, private banking, and asset management.
The Compliance Officers meet regularly with regulators and
supervisory authorities in the various countries in which Dexia
operates in order to identify and apply best ethical practices.
Since 2005, the compliance unit has extended the availability,
for the entire team, of a single communication and data
exchange application that offers functionalities for the identification
of laws, regulations, policies and internal procedures,
the distribution and follow-up for instructions, as well as consolidated
reporting and periodic studies.
Report from the Chairman of the Board of
Directors on the conditions for the preparation
and organization of the work of the Board of
Directors and the internal control procedures
established by the company
The French Financial Security Act of August 1, 2003, which is
intended to increase security for savers and insurance policyholders
(particularly by improving the quality of the financial
information), requires the Chairman of the Board to present
a report on the conditions for preparing and organizing the
work of the Board and the internal control procedures established
by the company.
This obligation is imposed on all issuers offering financial
instruments to the public in France, regardless of their country
of origin, and therefore applies to Dexia SA. In addition, given
the Belgian-French profile of the Dexia Group, it complies with
our practices of taking the French situation into consideration
in the area of good governance.
This report can be found on Dexia’s website at www.dexia.com.
MANAGEMENT REPORT
COMPTES CONSOLIDÉS
COMPTES SOCIAUX
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