2013 Registration document and annual financial report - page 159

Registration Document 2013
Corporate Governance
Statutory Auditors’ special report on related‑party agreements and commitments
Shareholders Meeting to approve the financial statements for the year ended December 31, 2013
This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of
English speaking readers. This report should be read in conjunction with and construed in accordance with French law and professional
auditing standards applicable in France.
To the Shareholders,
In our capacity as Statutory Auditors of Accor, we hereby report to you on related-party agreements and commitments.
It is our responsibility to report to shareholders, based on the information provided to us, on the main terms and conditions of agreements
and commitments that have been disclosed to us or that we may have identified as part of our engagement, without commenting on their
relevance or merit or identifying any other agreements or commitments. In accordance with Article R.225-31 of the French Commercial
Code (
Code de Commerce
), it is the responsibility of the shareholders to determine whether the agreements and commitments are
appropriate and should be approved.
It is also our responsibility to provide shareholders with the information required under Article R.225-31 of the Commercial Code, on
the performance during 2013 of any agreements and commitments already approved by shareholders.
We performed the procedures that we deemed necessary in accordance with professional standards applicable in France. These
procedures involved verifying that the information provided to us is consistent with the underlying documents.
A. Agreements and commitments authorized during 2013
In accordance with Article L.225-40 of the Commercial Code, we have been informed of the following agreements and commitments
authorized by the Board of Directors.
1. With Sébastien Bazin, Chairman and Chief Executive Officer
a) Type of commitment and purpose:
Inclusion of Sébastien Bazin in the supplementary pension plan set up for Accor senior executives.
Terms and conditions:
On December 16, 2013, the Board of Directors authorized Sébastien Bazin’s inclusion in the supplementary pension plan whose
members comprise several dozen Accor senior executives.
Under the terms of this overall plan – which consists of both a defined contribution plan and a defined benefit plan – except in specific
cases provided for by law, if a plan member leaves the Group before retirement, he or she only retains the rights accrued under the
defined contribution plan (based on annual employer contributions of up to 5% of five times the annual cap on the basis for calculating
social security contributions) and forfeits the rights accrued under the defined benefit plan.
The pension annuities payable to Sébastien Bazin on retirement would not exceed 30% of his end-of-career salary and the overall
replacement rate to which he would be entitled (under government-sponsored plans and the Accor supplementary pension plan) is
capped at 35% of the average of his best three years’ compensation (fixed plus variable) in the ten years prior to retirement.
The Company did not make any payments under this plan for Sébastien Bazin in 2013.
b) Type of commitment and purpose:
Private unemployment insurance plan.
Terms and conditions:
On December 16, 2013, the Board of Directors authorized the Company to set up a private insurance plan with Association pour
la Garantie Sociale des Chefs et Dirigeants d’Entreprise (GSC) to provide Mr. Bazin with unemployment benefits should the need
arise. The benefits under this plan would be paid as from the 31st unbroken day of unemployment. The maximum length of time
1...,149,150,151,152,153,154,155,156,157,158 160,161,162,163,164,165,166,167,168,169,...344
Powered by FlippingBook