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He called and chaired a meeting of Board members, without the Chairman and Chief Executive Officer being present, so as to evaluate the<br />

Executive Management.<br />

With the help of a firm of consultants, he interviewed candidates for the position of Board member prior to their presentation to shareholders<br />

at the Shareholders’ General Meeting.<br />

He selected an outside consultant for a formal evaluation of the Board of Directors and he contributed to the implementation of the recommendations<br />

deriving from this <strong>report</strong>.<br />

Lastly, the Vice-Chairman and Senior Director presented his <strong>report</strong> on financial year 2012 to shareholders at the 16 April <strong>2013</strong> Shareholders’<br />

General Meeting.<br />

202 VINCI <strong>2013</strong> ANNUAL REPORT<br />

As a result of his work, the Vice-Chairman concluded that the governing bodies functioned normally. Board meeting agendas were communicated<br />

to him for his opinion before invitations were sent out to Board members, and he did not request the inclusion of any additional<br />

items. Consequently, he did not deem it necessary to call a Board meeting pursuant to Article 3.1 of the Board’s internal rules.<br />

3. Mr de Silguy’s activities under the assistance agreement between the<br />

Company and YTSeuropaconsultants<br />

Under the assistance agreement entered into by the Company and YTSeuropaconsultants, Mr de Silguy carried out many assignments in<br />

consultation with the Chairman and Chief Executive Officer. These assignments were carried out at the request of Mr Huillard or of a member<br />

of the Executive Committee, with the agreement of Mr Huillard.<br />

These assignments come under business confidentiality rules and cannot therefore be detailed in this <strong>report</strong>. They are noted down in a<br />

register that is permanently available to the Audit Committee.<br />

In <strong>2013</strong>, they totalled 86 working days involving Group business activities in 38 countries and participation in many meetings and events<br />

where the Group must be represented at the highest level.

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