FINANCIAL REPORT - Française des Jeux

82 — 2010 FINANCIAL REPORT
REPORT ON THE
INTERNAL CONTROL
PROCEDURES OF
LA FRANCAISE DES
JEUX GROUP
Despite being exempt from any legal obligation in this regard since Act No. 2005-842 of 26 July
2005, la Française des Jeux still informs its Audit Committee, Board of Directors and shareholders
about the preparation and organisation of the work of the Board and the international control
procedures implemented by the group. A report on the internal control procedures in place
within la Française des Jeux Group is therefore prepared at the end of each reporting period by
the Group’s Audit, Internal Control and Quality Division for the Audit Committee and the Board
of Directors.
1
CORPORATE GOVERNANCE AND OPERATING
PROCEDURES OF THE BOARD OF DIRECTORS
La Française des Jeux is a semi-public limited liability company with
share capital of €76,400,000. The French government owns 72%
of the company, while the remaining 20% is held by historical
issuers of Loterie Nationale ticket s, 5% by the employee mutual
fund and 3% by the sale agents of la Française des Jeux.
1.1. MEMBERS OF THE BOARD OF DIRECTORS
In accordance with Act No. 83-675 of 26 July 1983, the Board of
Directors of la Française des Jeux is composed of nine government
representatives, who are senior offi cials appointed by decree, six
staff representatives elected by employees, and three directors
appointed by the shareholders, including the Chairman and Chief
Executive of la Française des Jeux. The latter is appointed by decree
of the French President on the proposal of the Board of Directors
for a term of fi ve years.
Directors are also appointed for fi ve years and are re-eligible
for offi ce. In accordance with Article 7 of Decree No. 83-1160
of 26 December 1983, the term of offi ce of all members of the
Board of Directors starts on the date of the fi rst meeting of the
newly appointed or reappointed Board. In 2009, the Board of
Directors was reappointed in its entirety. By decree on 26 October
2009, the French President reconfi rmed Mr Blanchard-Dignac
as Chairman and Chief Executive Offi cer, based on the Board’s
recommendation.
1.2. OPERATION AND MEETINGS OF THE BOARD OF
DIRECTORS
Article 24 of the Articles of Association states that the Board of
Directors determines the company’s business strategies and
oversees their implementation. Notwithstanding the powers
expressly granted to the shareholders and in line with the object
of the company, the Board of Directors considers any matter
affecting the operation of the company and, through its
proceedings, decides on the matters within its remit. This article
also states that the Board of Directors carries out the controls and
verifi cations that it deems appropriate, and that each director shall
be given all of the information required to perform his or her duties
and may request any documents he or she considers relevant for
this purpose.