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CORPORATE GOVERNANCETheoretical individual allocation of feesScaleNumber ofpersonsconcernedTotalChairman of the Supervisory Board €23,000 1 €23,000Chairmen of Committees €15,500 2 €31,000Members of Committees €11,000 5 €55,000Other members of the Board €8,000 5 €40,000Fixed part €149,000Variable part of total amount to be allocated €87,000Total €236,000Given the attendance rate of Board members and their effective terms of office, attendance fees of€226,000.00 were apportioned in 2012. Their individual allocation is set out in the following table:Members of the Supervisory BoardAttendance feesAttendance feespaid in 2011paid in 2012Albert FRERE €20 400 * €26 000 *Gérard WORMS €16 500 €22 500Guy de PANAFIEU €16 500 €23 500Gerhard ZEILER €13 800 * €4 585 *Guillaume de POSCH €0 €12 415 *Remy SAUTTER €13 800 €20 000Gilles SAMYN €13 800 * €21 992 *Jean LAURENT €13 612 €6 697Mouna SEPEHRI €0 €8 311Elmar HEGGEN €12 345 * €18 000 *Delphine ARNAULT €10 800 €12 000Philippe DELUSINNE €10 800 * €12 000 *Vincent de DORLODOT €10 800 * €13 000 *Andrew BUCKHURST €10 800 * €4 689 *Christopher BALDELLI €0 €7 311Immobilière Bayard d'Antin €10 800 €13 000€174 757 €226 000* including 25% retained at sourceMembers of the Supervisory Board do not receive any other form of remuneration from the Company.2.4. Supplementary information on the membership of theExecutive Board and Supervisory BoardTo the best of the Company’s knowledge, at the date of preparation of this document, no member of theExecutive Board or Supervisory Board, and no company of which any member of the Executive Board orSupervisory Board is an agent, general partner or founder, or in which any such member is in any wayinvolved with administration, management or supervision, has been found guilty of fraud, or beensubjected to proceedings for bankruptcy, sequestration and/or liquidation, or found guilty of any offenceand/or subjected to any public official sanction by any statutory or regulatory authority (including therelevant professional associations), or to any impediment to act as members of an administration,management or supervisory body or to be involved in managing or conducting the business of an issuer,in the course of the last five years.In addition, to the best of the Company’s knowledge, at the date of preparation of this document, thereis:76 - M6 GROUP - 2012 REGISTRATION DOCUMENT
CORPORATE GOVERNANCE- no family connection between any members of the Executive Board and of the Supervisory Board;- no potential conflict of interest, as regards the issuer between the duties of any member of theExecutive Board or the Supervisory Board and their own private interests and other duties;- no arrangement or agreement concluded between any member of the Executive Board or of theSupervisory Board and any of the major shareholders, clients or suppliers;- no service contract between any member of the Executive Board or Supervisory Board of MétropoleTélévision and any of its subsidiaries.In relation to the restrictions in trading in Company securities implemented by the members of theExecutive Board and the Supervisory Board, the Supervisory Board has decided, on the recommendationof the Remuneration Committee, to implement the following rules:- a minimum holding of 100 shares by each member of the Supervisory Board during their term of office;- a ban on trading in the Company’s shares during periods to be defined annually by the Executive Boardto prevent insider trading (no-trade periods are listed in section 2.3.2.1 of this document).Rules applicable to transactions performed on financial instruments by Board members:The rules governing transactions on financial instruments by Board members are detailed in theCompany’s Ethics Charter.These rules state that by reason of the nature of their position and their duties, the Board members ofM6, namely the members of the Executive Board and the Supervisory Board, may have access toprivileged information. Privileged information means particular non-public information, directly or indirectyrelating to one or several issuers or one or several financial instruments, which, if it became publicknowledge, might affect the price of the M6 share (revenue, performance, proposals of every kind, etc.).The rules prohibit Board members from using such information on the financial market, either for theirown account or for any other, whether directly or through a third party, by buying or selling shares orfinancial products linked to these shares. They must abstain from communicating privileged informationfor any other purpose or activity than that for which it is held. This also applies to privileged informationconcerning the ordinary business of the Company or the preparation or execution of any financialtransaction.Pursuant to current regulations, Board members are subject to the declaration requirements relating totransactions in shares and restrictions relating to trading periods.PRIN CIPAL AU D ITORSErnst & Young et Autres2.5. Statutory AuditorsPricewaterhouseCoopers AuditALTE RNATE AU D ITORSAUDITEXEtienne BORISBruno PERRINMarc GHILIOTTIAddressTour First, 1, place des Saisons92400 Courbevoie63, rue de Villiers92208 Neuilly sur Seine CedexTour First, 1, place des Saisons92400 Courbevoie63, rue de Villiers92208 Neuilly sur Seine CedexD ate of firstappointmentLast year offinancialinstrumentsto be auditedE xpiry date ofappointment2002 2013 AGM 20142008 2013 AMG 20142008 2013 AGM 20142008 2013 AGM 2014The two Principal Auditors are members of the Compagnie Régionale des commissaires aux comptes deVersailles.M6 GROUP - 2012 REGISTRATION DOCUMENT - 77
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DisclaimerThis report is an English
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M6 GROUP PRESENTATION1. M6 Group pr
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M6 GROUP PRESENTATION1.4.2. 2012 fi
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2012 FINANCIAL REPORT2012 FINANCIAL
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COMBINED GENERAL MEETING OF 13 MAY
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OTHER INFORMATION14. ADMINISTRATIVE
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OTHER INFORMATIONiv.Reports of the
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