6 - Vicat

appendix1Report by the president on corporate governanceand internal audit 2001. Preparation and organization of workof the Board of directors 2002. Internal audit and risk managementprocedures 2033. Corporate governance 2044. Remuneration of the Company’s officers 2045. Participation of shareholdersin the General Meeting 2056. Powers of the President and of the CEO 205Dear Shareholders,In application of the provisions of article L. 225-37,paragraph 6, of the French Commercial Code, I reportherein on :• The composition and the conditions for preparationand organization of the work of your Boardof directors during the financial year ended onDecember 31, 2009 ;• the internal audit and risk management proceduresestablished by the Company ;• the policy for remuneration of the Company’sofficers ;• the scope of powers of the President and of theCEO.1. PREPARATION AND ORGANIZATIONOF WORK OF THE BOARDOF DIRECTORSYour Board of directors met twice in the last financialyear. The dates and the agendas of the board meetingswere as follows :Meeting of February 27, 2009 :• Presentation of the business report ;• Approval of the unconsolidated financial statementsfor the year ended December 31, 2008 ;• Approval of the consolidated financial statementsfor the year ended December 31, 2008 ;• Review of the Board of directors committee reports ;• Approval of the President’s report on corporate200 VICAT - 2009 registration document