The examination of the financial statements by the Committee is accompanied by a presentation by the Statutory Auditors underlining the bases for the preparation of the financial statements, the applicable accounting frame of reference, the audit approach implemented and the conclusions of their auditing work or limited review. In addition to the meetings of the Audit Committee devoted to examining the annual and half-yearly financial statements, the Statutory Auditors also attend all meetings devoted to risk monitoring, internal control and auditing.
For the purposes of its work, the Committee regularly meets the Statutory Auditors, Executive Management, Corporate Finance, Group Risk Management and Internal Auditing.
The table below presents the statistical data relating to the 2020 and 2021 fiscal years:
| 2021 | 2020 | |
|---|---|---|
| Number of meetings |
Number of meetings 2021 6 |
Number of meetings 20205 |
| Average attendance rate |
Average attendance rate 2021 97.9% |
Average attendance rate 202097.1% |
| Average duration of the meetings |
Average duration of the meetings 2021 2 hours and 39 minutes |
Average duration of the meetings 20203 hours and 7 minutes |
In 2021, the Audit Committee examined the half-year and annual financial statements and the related financial reports, the presentation by the Statutory Auditors of their 2021 audit plan and the key points of their findings following their work, the recommended interim dividend for the 2021 fiscal year, the review of the value of assets in preparation for closing the 2021 accounts, off-balance sheet commitments, updating risk mapping, the risk control and monitoring methods and improvement initiatives identified, the audit programme, the summary of internal audits, the follow up of the implemented action plans, an annual summary of the Group’s energy market and counterparty risks, the annual financial management and financial risk control mandate, the management of cyber security risks, a review of acquisitions and depreciations recorded on assets controlled by the Group between 2008 and 30 June 2021, as well as feedback on the extreme climatic event that occurred in Texas in February 2021.
In 2021, in accordance with the procedure approved by the Board of Directors of EDF on 3 November 2016, the Committee authorised the Statutory Auditors and the members of their network to provide services other than the certification of the financial statements and it was informed on a half-yearly basis of the services provided as part of the pre-approval process under the terms of this procedure.
The Committee did not have recourse to any technical studies or external advice on issues falling within its remit during the 2021 fiscal year.
The table below outlines the membership of the Nuclear Commitments Monitoring Committee on the date of filing of this Universal Registration Document:
| Membership of the Nuclear Commitments Monitoring Committee | ||
|---|---|---|
| Gilles Denoyel | Chairman | Director appointed by the Shareholders’ Meeting on recommendation of the French State |
| Karine Granger | Member | Director elected by the employees |
| Marie-Christine Lepetit | Member | Director appointed by the Shareholders’ Meeting on recommendation of the French State |
| Colette Lewiner | Member | Independent Director appointed by the Shareholders’ Meeting |
| Vincent Rodet | Member | Director elected by the employees |
| Michèle Rousseau | Member | Director appointed by the Shareholders’ Meeting on recommendation of the French State |
| Number of members | 6 |
|---|---|
| Number of independent directors | 1 |
| Percentage of independent directors* | 25% |
* Excluding Directors representing the employees
The Nuclear Commitments Monitoring Committee (NCMC) was created by Article 9 of Decree no. 2007-243 of 23 February 2007 on the securing of the financing of long-term nuclear costs. It is tasked with monitoring the assessment of nuclear liabilities and changes in the related provisions, issuing an opinion on issues relating to the governance of dedicated assets, the rules for asset-liability matching and on strategic allocation, as well as examining the results of the management of assets constituted by the Company and verifying the compliance of such management with the rules on constituting, managing, and controlling the financial risks of dedicated assets. It provides the Board with an opinion on the internal control procedure for the financing of the costs of decommissioning nuclear facilities, spent fuel management and disposal of radioactive waste, as set out in Article L. 594-1 of the French Environmental Code.
Decree No. 2020-830 of 1 July 2020, which amended Decree No. 2007-243 of 23 February 2007, requires the establishment of an independent control function for the assessment of nuclear liabilities, responsible in particular for issuing an opinion on the assessment of nuclear liabilities and their provisional timetable, the consistency of the methods and data concerning the assessment of nuclear liabilities and the policy on securing the financing of these liabilities. This Nuclear Liabilities Assessment Control Function (FCECN) has been created within the Company and is assigned to the General Secretary (see section 2.2.5 “Specific risks related to nuclear activities”, paragraph 5B – "Control of radioactive waste treatment and decommissioning of nuclear facilities, and ability to meet related commitments"). The opinions issued by the Nuclear Liabilities Assessment Control Function are forwarded to its parent authority, to the departments with operational responsibility for the assessment of nuclear liabilities, to the NCMC and the Board of Directors.
