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Corporate governance

REPORT OF THE CHAIRMAN OF THE BOARD OF DIRECTORS

a the Corporate Secretary and Secretary to the Board of Directors, in charge of Legal Affairs, Insurance, Risk Management and Internal Audit;

a the Global Chief Financial Officer, also responsible for Group Information Systems;

a the Global Executive Vice-President Asset Management, responsible for Asset Management & Strategy and Mergers-Acquisitions.

The Communications and External Relations Department and the Corporate Relations Department both report to Accor’s Chairman and Chief Executive Officer.

Group Finance

The Global Chief Financial Officer – who is also responsible for Group Information Systems – ensures that the Group’s financial policies are properly implemented, in particular by circulating to the Divisions the accounting principles and standards used to prepare the consolidated financial statements.

The Group Finance function is organized around the following departments:

a the Senior Executive Office, which monitors the Group’s equity interests and also oversees:

-the Tax Department (tasked with implementing and/or coordinating Group tax planning measures, particularly relating to cross-border transactions),

-the Accounting Back Office Project Department,

-the Decision Support Systems Department;

a the Corporate Treasury, Financing and Credit Management Department, which is in charge of overseeing:

-the Cash Management Department,

-the Credit Management Department,

-the Back Office and Treasury Information System Department;

a the Financial Communication and Investor Relations Department, which is in charge of releasing information of the Group’s strategy and results to the financial markets;

a the Consolidation Department, which is also responsible for overseeing the Group’s financial reporting systems and accounting standards (IFRS);

a the Finance Senior Executive Office, which is in charge of Group financial control, financial and accounting standards, management control activities for Group operations worldwide, and the Finance Department’s cross-business projects;

a the parent company’s Accounting Department and the Corporate Financial Control unit;

a the Group Property Department for the Paris-Ile-de France region;

a Group Information Systems and Telecoms.

Group Finance maintains regular contact with the Statutory Auditors, who audit the financial statements of the Company and the Group in accordance with the applicable laws and regulations.

The Risk Management Department

The Risk Management Department – in association with the Executive Committee – is responsible for implementing procedures that anticipate and appropriately address the Group’s risk exposures. In this capacity, it is in charge of drafting crisis management plans, particularly for the head office, and coordinating the network of international risk management officers.

At end-2012, the Risk Management Department comprised four people and had an international network of 44 risk management officers and 39 crisis management officers.

The department’s duties include:

a developing and adapting tools to monitor risk trends and prioritize the Group’s main risks;

a devising a risk prevention strategy aimed at reducing the frequency and seriousness of identified risks;

a rolling out a consistent crisis management strategy across the Group;

a setting up and adapting Group-wide crisis management systems.

A structured, aligned crisis management organization with specifically-designated teams has been set up at Group level for the head office and the operating units, in order to quickly ensure the safety of customers, local employees, expatriates and on-site service providers in the event of a crisis.

A number of local and regional crisis situations arose in 2012 (see the “Risks Factors” section of this Registration Document), during which the units concerned correctly applied the Group’s crisis management processes and systems. This provided assurance that the overall crisis management system is robust and effective.

The Group Safety and Security Department

The Group Safety and Security Department advises and assists Executive Management in defining Group-wide safety and security policies. It is also responsible for ensuring that these policies are properly implemented and applied, as well as for developing prevention programs. The Safety and Security and Risk Management Departments track the safety and security situation in each of the Group’s host countries on a daily basis, reviewing the geopolitical context and public health and hygiene conditions, as well as risks relating to extreme weather events and potential social unrest. These departments are backed by

(i)a network of locally-based internal and/or external health and safety officers, and (ii)correspondents within certain French and foreign government departments such as the Ministry of Health, the Ministry of Foreign Affairs, the Ministry of the Interior and the Ministry of Defense.