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Annual report 2006 - Dexia.com

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CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

EXTERNAL CONTROL<br />

Board of Statutory Auditors<br />

In accordance with Article 14 of the <strong>com</strong>pany’s articles of<br />

association of <strong>Dexia</strong> SA, the audit of the <strong>com</strong>pany’s financial<br />

situation and annual financial statements is entrusted to one<br />

or more auditors who are appointed by the Ordinary Shareholders’<br />

Meeting for a maximum of three years on the re<strong>com</strong>mendation<br />

of the Board of Directors.<br />

Since 2000, a college of Statutory Auditors <strong>com</strong>prised of two<br />

audit firms has audited <strong>Dexia</strong>:<br />

• PricewaterhouseCoopers SCCRL, an audit firm, represented<br />

by Robert Peirce, a certified public accountant. This firm<br />

was re-appointed by the Ordinary Shareholders’ Meeting of<br />

May 11, 2005 for a period of 3 years ending after the Ordinary<br />

Shareholders’ Meeting in May 2008;<br />

• Mazars & Guérard SCCRL, an audit firm, represented by<br />

Xavier Doyen, a certified public accountant. The mandate<br />

of Mazars & Guérard was renewed by the Ordinary Shareholders’<br />

Meeting of May 10, <strong>2006</strong>, for a period of 3 years ending<br />

after the Ordinary Shareholders’ Meeting in May 2009.<br />

Independence of the auditors<br />

The 8th Directive <strong>2006</strong>/43/EEC of the European Parliament<br />

and the Council of May 17, <strong>2006</strong> concerning legal audits of<br />

annual and consolidated financial statements entered into<br />

effect on June 29, <strong>2006</strong>. This directive was transposed into<br />

Belgian law in the Law of July 20, <strong>2006</strong>.<br />

In order to <strong>com</strong>ply with the new legislative framework resulting<br />

from the transposition of this directive, <strong>Dexia</strong> has adapted<br />

its internal procedures to ensure the independence of the<br />

auditors. A new policy in this area was adopted by the Executive<br />

Committee of the <strong>Dexia</strong> Group on December 19, <strong>2006</strong>,<br />

effective immediately.<br />

Compensation of the Board of Auditors<br />

This table gives a summary of the <strong>com</strong>pensation paid to the<br />

members of the <strong>Dexia</strong> SA Board of Auditors for their services<br />

in <strong>2006</strong>.<br />

PRICEWATERHOUSECOOPERS Services Services provided<br />

provided<br />

for the <strong>Dexia</strong> Group<br />

for <strong>Dexia</strong><br />

(consolidated<br />

(in EUR) amounts)<br />

a) Account audit tasks 100,000 7,413,702<br />

b) Certification tasks 798 486,869<br />

c) Tax advice 46,363 675,750<br />

d) Due diligence 0 94,800<br />

e) Other (non-certification) tasks 268,497 801,300<br />

e-1) entrusted by the Law to Auditors 0 16,243<br />

e-2) not entrusted by Law to Auditors 268,497 785,057<br />

- Accounting advice (ex-IFRS) 0 84,003<br />

- Legal advice 0 0<br />

- Assistance: IFRS implementation 0 1,269<br />

- Assistance: Basel II implementation 0 0<br />

- Assistance: other tasks 235,535 644,970<br />

- Other (non-assistance) 32,962 54,815<br />

TOTAL 415,658 9,472,422<br />

50 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>

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