REGISTRATION DOCUMENT - Bourbon

REPORT OF THE CHAIRMAN6Report of the Chairman of the Board of DirectorsIn this way, the internal control system adopted by BOURBON isbacked by:3 a structure that includes a clear defi nition of responsibilities, withadequate resources and skills, backed by information systemprocedures and appropriate tools and practices;3 the internal distribution of relevant and reliable information,knowledge of which enables everyone to exercise their properresponsibility;3 a system designed to identify and analyze the key risks relatingto the Company’s objectives and to establish procedures for themanagement of these risks;3 control activities in keeping with the challenges inherent in eachprocess, designed to ensure that actions are taken to limit and tothe extent possible, reduce and gain control over any risks likelyto affect the Group’s ability to meet its goals;3 oversight of the internal control system.However, no matter how well designed and applied it is, internalcontrol, like any control system, cannot provide an absoluteguarantee that the risks targeted by it will be totally eliminated.2.3 Control environmentOrganizing and implementing the internal control system meansraising the awareness of all BOURBON’s employees and gettingthem involved.The control environment thus includes the behaviors of the peopleresponsible for the internal control of accounting and fi nance.2.3.1 General organization of internal controlUnder the authority issued by the Board of Directors, the Group ismanaged by the Chief Executive Offi cer assisted by two committees:3 the Executive Committee;3 the Management Committee.The BOURBON Executive Committee is the decision-makingcollegial body responsible for implementing the strategy andachieving the objectives of the Group. It examines the best options forachieving the strategy, particularly in the areas of safety, innovation,human resources and cost control. It decides on priorities andallocates the resources and the means necessary for the growth ofthe Company.Under the authority of the Executive Committee, the ManagementCommittee oversees the implementation of the strategy’sobjectives and deals with questions of general interest to theGroup in its monthly meetings. In addition to the members of theExecutive Committee, this committee is composed of 11 membersrepresenting the Group’s central functions as well as the heads ofthe main subsidiaries.The central functions involve experts in the business lines specifi cto the Group or else they involve conventional support functions.They propose the Group strategies and policies in their respectiveareas and provide assistance to the operating units, ensuringamong other things that best practices are disseminated. It is up toevery operating unit to appropriate and adapt to the local contextthe policies defi ned in the areas concerned in order to support theobjectives and the defi nition of internal control.The activity of the Group is organized around two activities:3 Marine Services Activity;3 Subsea Services Activity.Each activity contains dedicated operating units. The operatingunits carry out the strategy in compliance with the budgets assignedto them by their respective Boards of Directors. They have broadauthority to ensure the best possible customer satisfaction. They aredirectly involved and have the proper authority to perform internalcontrol.In addition, the operating units report quarterly to the ExecutiveCommittee on their performance, in operational as well as fi nancialterms.2.3.2 Presentation of the overall organizationof the Group’s internal control systemsThe different internal control activities serve to make certain that theprocedures and standards defi ned by the Group are in line with theguidelines defi ned by the Management.Operating standards and proceduresThe Group’s policy in terms of conducting operations and controllingrisks is clearly defi ned by a management system contingent on:3 empowering the “Management” to implement and monitor thispolicy; and3 issuing organizational and management procedures aimedat compliance with regulations, controlling operating risks,managing health and safety and the environment, training andcertifi cation of employees, maintenance, purchases, analysis andthe treatment of incidents and accidents.Internal control procedures related to the preparationand treatment of financial and accounting informationThe processes covered fall into two categories: those that enableinformation to be entered into the accounting data base and fi nancialand accounting information to be generated, and the procedures foryear-end closure and fi nancial communication.The reliability of the fi nancial and accounting information that ispublished is underpinned by a set of mechanisms, rules, proceduresand controls. Gradually documenting and formalizing procedures willhelp to reinforce this reliability.This mainly involves the following:3 Group’s planning process. It results in the drafting of the annualbudget, which makes it possible to break the Group’s strategicguidelines down into operational action plans. In this spirit, theManagement Control Department supervises and coordinatesthe budget control system using a manual of procedures that setsthe management rules and methods for preparing the budgetand the management report applicable to both the operationallevel and the Group level;BOURBON - 2011 Registration Document 149