The Board of Directors comprises 16 members, including one Director representing employee shareholders and two representing employees. They are appointed for a term of three years. The Board of Directors sets the Group’s strategic priorities on the recommendation of the General Management, which implements them. It strives to promote the creation of long-term value in line with the social and environmental challenges facing BNP Paribas’ activities. It has three general powers:
- examining the Group’s strategic choices;
- contributing to the proper functioning of the Group;
- giving its prior approval to any significant investment or divestment decision and to any major strategic transaction that falls outside the approved strategic guidelines.
It is also responsible for promoting CSR and overseeing risk management. Lastly, it ensures the quality of financial and sustainability reporting.
SUPPORTED BY FOUR SPECIALISED COMMITTEES
Set up within the Board of Directors, these committees make recommendations to support the Board’s work.
The Financial Statements Committee
It oversees the preparation of financial and sustainability information, the effectiveness of internal control and risk management systems in accounting and finance, and the procedures for preparing and processing sustainability information. It also monitors the statutory audit of the annual and consolidated financial statements by the Statutory Auditors, as well as periodic reviews. Lastly, this Committee ensures the independence of the Statutory Auditors.
8 members
The Internal Control, Risk Management and Compliance Committee
It examines the alignment of the Company’s overall strategy with its risk appetite, including ESG risks. It also examines issues concerning internal control, ongoing monitoring, and the adequacy of the compensation policy and practices in relation to risks.
7 members
The Corporate Governance, Ethics, Nominations and CSR Committee
It ensures compliance with governance principles, taking into account legislative and regulatory developments and best practices in corporate governance. Its responsibilities also include:
- identifying, selecting and overseeing the succession of Directors and specialised committee members;
- establishing the succession process for Corporate Officers;
- assessing the Board of Directors;
- assessing the independence and attendance of Directors;
- monitoring the Group’s CSR policy, including the initiatives carried out by the Group that contribute positively to society.
4 members
The Remuneration Committee
It reviews the principles of the Group’s compensation policy, as well as:
- the remuneration, allowances and benefits granted to the Company’s Directors and Corporate Officers, as well as the principles of the compensation policy of certain significant Group subsidiaries;
- the remuneration of the regulated categories of personnel;
- the remuneration of the Group’s Head of Risk, Head of Compliance and Head of “Inspection Générale”.
5 members