The board of directors

Chapter 3 : Our Governance

BOARD ACTIVITIES IN 2019

The activities of the Board at the heart of the Group’s major strategic issues.

The Board was very active in 2019, with 10 plenary meetings and a seminar on strategic orientations for 2022.

The definition of the new Group Project and the 2022 Medium-Term Plan was an important part of its work on the agenda of each of its meetings from August 2018 to June 2019. The Board remained highly attentive to the environment in which its activities are taking place, in particular the new interest rate context, the effects of international trade tensions and the competitive environment, the subject of discussion and exchanges with Executive Management.
As part of its strategic development, the Board also examined the operations of structural acquisitions such as the Santander-CACEIS partnership and the acquisition of KAS Bank by CACEIS, in line with its strategy of consolidation by the business lines.

In the context of risk monitoring, the Board ensured that a prudent approach was followed by each of the Group’s activities, with the aim of preserving the high level of solvency, one of the strongest in European banks. It also monitors the social and environmental issues of the cases presented to it. The Risk Appetite Statement, the ICAAP processes for capital and ILAAP for liquidity, and risk strategies such as the dashboard, or the Crédit Agricole S.A. vigilance plan for non-financial risks are tools available to the Board for risk management.

In carrying out its missions, the Board relies on six specialised committees, which held 41 meetings in 2019. The three pillars of the MTP have fuelled their debates with a cross-functional approach to major subjects such as societal and environmental commitments, or a more individualised approach for the Human-centric Project, particularly from the perspective of gender diversity politics and gender equality at work.

Approves and sets the strategic direction proposed by the Chairman and Chief Executive Officer of Crédit Agricole S.A., authorises strategic investments, determines the general principles of internal financial organisation and supervises the Group’s operations, notably as regards risk.

21
11
ATTENDANCE: 93%

RISK COMMITTEE

Reviews the Group’s risk management strategy, notably for financial, operating and non-compliance risks.

5
7
ATTENDANCE: 94%

JOINT RISK/AUDIT COMMITTEE

9
8
ATTENDANCE: 100%

AUDIT COMMITTEE

Oversees the financial statement preparation process

6
8
ATTENDANCE: 98%

APPOINTMENTS AND GOVERNANCE COMMITTEE

Proposes or issues opinions on candidates for membership on the Board of Directors or appointment as Corporate Officers.

6
5
ATTENDANCE: 97%

COMPENSATION COMMITTEE

Proposes compensation policies to the Board and ensures their compliance.

6
6
ATTENDANCE: 94%

U.S. RISK COMMITTEE

Monitors risk related to activities conducted directly by the Group’s entities in the United States.

3
>4
ATTENDANCE: 100%

STRATEGY AND CSR COMMITTEE

Enhances the Group’s strategic thinking on growth, investments and CSR.

7
3
ATTENDANCE: 95%

URD Chap. 3