For more than 150 years, CNP Assurances has been dedicated to helping policyholders to protect their future and that of their families at a reasonable cost.
To enable policyholders to contribute in their own way to sustainable development, CNP Assurances encourages clients to invest in socially responsible investment (SRI) products offered by the Group’s partners.
In accordance with Article L.225-37 of the French Commercial Code (Code de commerce), in my capacity as Chairman of the Board of Directors of CNP Assurances (also referred to as “the Company”) I am required to report to shareholders on the composition of the Board and the preparation and organisation of its work in 2009, as well as the internal control procedures and risk management procedures in place within the Company.
First among our criteria for selecting directors is their experience and expertise in the Group’s areas of business and the environment in which it competes, as well as an understanding of how we work and that which makes us different from other insurers.
Using the recommendations of the French securities regulator (AMF), I have endeavoured to identify the main controls put in place, the risks addressed by these controls and the resources dedicated to them, and to monitor the progress of each component within our internal control system.
CNP Assurances has entrusted the leadership of this second “line of defence” (which is part of the comprehensive risk management framework overseen by the CEO) to the following departments: ■ the Risk and Solvency department, which was set up in January 2010. This department is responsible for managing financial and insurance risk at Group level. It also has the following duties: solvency assessments, appraisal of consolidated approach to the Company’s risk profile and the design of an “in-house model” for assessing solvency. The department corresponds to the role of Chief Risk Officer (CRO) as planned under regulations relating to Solvency II; ■ the Risk Management & Compliance department, which not only keeps track of operational risk (Operational Risks unit) but also risks arising from non-compliant insurance products or failure to comply with ethical standards (Ethics & Compliance unit), as well as risks arising through money laundering (Transactional Security unit). The department also makes sure that arrangements for the management of material risks actually work in practice (Internal Control unit); ■ another layer of control is provided by the Internal Audit department. This department assesses the durability of the Group’s system of internal controls by systematically testing for and assessing the suitability of processes designed to control and manage risks. Proposals are then put forward for improving effectiveness.
Similarly, our total investments in asset-backed securities are characterised by broad diversification and top-grade underlying assets. Furthermore, the Group has applied specific exposure limits by product family for many years, coupled with assessments of each investment vehicle on a case-by-case basis.
Financial risk management has been discussed in the previous section of this report. Insurance risks consist mainly of mortality, sickness, incapacity, disability and unemployment risks. Regulatory changes in the insurance sector also require up-to-date compliance management procedures and systems to combat money laundering.
The administration of insurance policies is the bedrock of our business model. Procedures in this area are designed to strengthen controls over processing operations and guarantee excellent customer service.
CorPorate governanCe and internal Control2 Report of the chairman of the Board of Directors
Accounting procedures and detailed, regularly updated account-closing procedures provide assurance concerning the reliability of first-trial entries. A Group accounting and reporting manual has been produced for use by subsidiaries in preparing consolidation packages.
In addition to this key role of vigilant observer, and in accordance with Article L.823-19 of the French Commercial Code which provides that all insurance companies are required, through legal channels, to set up an Audit Committee and defines the duties of that committee. The CNP Assurances Audit Committee, the internal rules of which were updated on 23 February 2010, is tasked with providing general assistance to the Board of Directors.
In accordance with the good corporate governance practices propounded by the Institut français de administrateurs (IFA), a self-evaluation process for the Audit Committee was launched at the end of 2009 as part of a broader evaluation exercise with regard to the way the Board of Directors and its committees function.
The Board of Directors also grants the Chief Executive Officer annual authorisation to: ■ Issue surety bonds and other guarantees in the Company’s name for up to €100 million or the equivalent in any foreign currency, covering the commitments of subsidiaries and other third parties in accordance with Article L.225-35, paragraph 4 of the French Commercial Code.
gilles benoist, Chief Executive officer Remuneration paid in 2008 (in €) Remuneration paid in 2009 (in €)
None of the members of the Board of Directors or Executive Management has been the subject of any official public incrimination or sanctions by statutory or regulatory authorities (including relevant professional organizations), and no member of the Board of Directors or Executive Management has been disqualified by a court of law from acting as member of an administrative, management or supervisory body of any issuer or from participating in the management or conduct of the business of any issuer.
He began his political career in the Maine-et-Loire region, first as General Councillor from 1976 to 2008, then as Vice President of the General Council in 1991 and President of the Council from 1994 to 1995. He was member of parliament for Maine-et-Loire from 1978 to 1993 and mayor of LonguéJumelles from 1977 to March 2008.
■ Nomura Securities, member of the European Advisory Panel since 2009.
■ Société des Editions de Presse “Affiches Parisiennes” (SA), member of the Board of Directors (term expired in August 2005).
Between 1987 and 1991, he was Company Secretary of Crédit Local de France, later becoming a member of the Executive Board, advisor to the Deputy Chief Executive Officer of Caisse des dépôts before being appointed Director of Headquarters Units in 1991.
■ Compagnie Internationale André Trigano (SA), member of the Supervisory Board.
Business address: CDC Entreprises, 137 rue de l’Université, 75007 Paris, France.
■ Transdev (SA), representative of CDC, Director (term expired 23 December 2004).
■ Natixis (SA), Director (formerly representative of CNCE, member of the Supervisory Board).
■ Viveris (SAS), Chairman of the Management Board (term expired 2008).
■ CRSF Métropole (SCI), representative of La Banque Postale, legal manager.
■ Oddo et Cie (SCA), member of the Supervisory Board (since 23 September 2009).
After serving on the Supervisory Board of CNP Assurances since 4 June 2002, Antonio Borgès was elected to the Board of Directors by the General Meeting of 10 July 2007. His current term expires at the Annual General Meeting to be called in 2012 to approve the 2011 financial statements.
■ Société des Eaux de Melun (SCA), member of the Supervisory Board (term expired June 2004).
■ Fructipierre (SCPI) (previously Parnasse Immo), representative of the Supervisory Board.
Graduate of Institut d’études politiques de Paris and École nationale d’administration, postgraduate degree in public law.
■ DV Holding, representative of BPCE, member of the Supervisory Board.
This compulsory supplementary plan is for senior executives remunerated by CNP Assurances, i.e.: ■ senior executives of CNP Assurances whose terms of employment are governed by the collective bargaining agreement applicable to management grade employees of insurance companies (Convention Collective des Cadres de Direction de l’Assurance) of 3 March 1993 (approximately 80 people); ■ remunerated corporate officers, which at present correspond to the Chairman of the Board of Directors and the Chief Executive Officer.
Each year the Board of Directors sets the productivity objectives for Gilles Benoist.
The review validated existing risk management procedures and also led to improved documentation of said procedures for the purpose of developing a common risk management framework. All risk management procedures now cover: ■ the risk management framework (risk base, regulatory requirements, CNP Assurances’ own rules and exposure limits); ■ upstream risk management procedures (general guidelines for analysing risk on a case-by-case basis, and decisionmaking levels and processes); ■ downstream risk management procedures (risk monitoring, emergency procedures).
Particular attention must be paid to certain key controls which, if they failed, would leave the Company exposed to a “critical” or “high” level of residual risk.
toolS ANd PRoCEdURES to foRECASt ChANgES IN oUtStANdINg CommItmENtS ANd thEIR CovERAgE
■ detailed analyses and statistical studies of personal risk contracts, including loss monitoring (by contract/ underwriting year/loss year) and tracking of the utilisation of reserves.
In the schedule listing the entire investment portfolio and the other regulatory reporting schedules, only assets that are required to be segregated in application of the French Insurance Code (assets held to cover linked liabilities and liabilities related to pension products governed by Article L.441-1 of the French Insurance Code) are shown separately. In practice, however, a number of different portfolios are managed.
money laundering risk Combating money laundering and the financing of terrorism is a constant concern for the Group and a system designed to address this risk has been set up, based on: ■ an anti-money laundering unit, made up of representatives of all the departments concerned; ■ procedures to detect transactions that could be used to launder money or finance terrorist organisations. These procedures describe the checks to be performed by line personnel on the documents presented by clients and the trigger points for the launch of warning procedures. Expost controls are performed by the specialised anti-money laundering unit, to detect any unusual transactions that may have slipped through the net during first-tier controls; ■ campaigns to increase staff awareness of money laundering risks, combined with specific training for frontline employees; ■ detailed reporting to the Executive Committee of all the measures taken during the year and the results obtained, backed up by regular internal audits by the Internal Audit department.
This performance condition shall be assessed as of the date of notification of termination of the employment contract and shall be deemed to have been achieved in the event that Gilles Benoist realises an average rate of 80% of the productivity gain objectives set by the Board of Directors for the previous three financial years.
Benefit entitlements will vest when participants retire, provided that they are still an employee or officer of the Company, except in the cases provided for in the applicable regulations.
At its meeting on 24 June 2008, the Board of Directors authorised Gilles Benoist, in his capacity as legal representative of CNP Assurances, to enter into and sign a securities portfolio management agreement with AEW Europe.
individual insurance products The new products launched by La Poste (Cachemire) and Caisses d’Epargne (Livret Assurance Vie) were an immediate success with policyholders.
CNP IAM posted profit of €10.9 million compared to €290.2 million in the previous year, which had benefited in particular from the non-recurring reversal of a temporary disability mathematical reserve (a positive net €145 million impact). In 2009 the surpluses generated in prior periods were lower than those in 2008, while loss ratios were less favourable during the year.
It should be noted that the open life insurance portfolio of Laikai Cyprialife (Marfin Insurance Holding) underwent an explicit assessment of its VIF. The non-life related entities contributed only through ANAV to the extent of their net assets.
(1) With the exception of Caixa Consorcio, for which the tax rate has been maintained at 34%.
In arriving at our conclusions, we relied on data and information provided by the CNP Assurances Group without undertaking an exhaustive review of those data. We performed limited global consistency checks and reconciliations as well as more detailed analysis on certain specific portfolios. We checked that none of the issues arising during our review had a material impact at Group level.
Information concerning the Group includes CNP Assurances, Âge d’Or and its international subsidiaries but excludes BVP and Marfin (i.e., 90% of the Group’s employees). Environmental indicators also exclude CNP UniCredit Vita (3% of employees).
2009 business and finanCial review3 social and environmental information 30. Measures taken to limit harm to the ecological balance, natural habitats or plants and animals
Liabilities towards holders of units in controlled mutual funds 2,852.6 2,687.1 4,336.4 liabilities related to assets held for sale 478.4 0.0 0.0 totAl EqUIty ANd lIAbIlItIES 301,876.7 269,564.6 276,672.1
Amortisation of value of in-force business acquired 7 (149.8) (14.4) (19.6)
Profit for the period 730.6 83.8 814.4 gains and losses recognised directly in equity
Net income and unrealised and deferred gains and losses for the period 833.8 991.6 181.4 2,006.8 267.3 2,274.1 - Issue of shares - Deeply-subordinated debt, net of tax (63.0) (63.0) (63.0)
Retained earnings and profit translation reserve total equity attributable to owners of the parent
Cash and cash equivalents relating to assets held for sale 12.3 0.0 0.0
Proceeds from the sale of property and equipment and intangible assets 1.3 5.4 19.8
The entire operation will be financed from internal resources and will not have a material impact on the CNP Assurances Group’s solvency capital.
Furthermore, the effective date of application of Article 14 of the national collective agreement of 11 January 2008 − which provides for continuing healthcare and personal risk insurance coverage for employees who have been made redundant during the period in which they are unemployed – has been pushed back from 19 January 2009 to 1 July 2009. This continuing coverage will be paid for jointly by employer and employee. This situation is also being monitored by the Technical Risks Committee.
Foreign currency transactions are recognised and measured in accordance with IAS 21 – The Effects of Changes in Foreign Exchange Rates.
Business combinations are accounted for by the purchase method in accordance with IFRS 3. The purchase method is used to recognise the fair value of identifiable assets (including previously unrecognised intangible assets such as the value of business in force acquired) and identifiable liabilities (excluding future restructuring operations).
Software licences and development costs are generally amortised over five years.
Impairment losses recognised in the income statement on available-for-sale equity instruments are reversed through profit when the instrument is derecognised.
finanCial statements4 notes to the consolidated financial statements 3.9.4 measurement of financial assets at fair value
Reserves for contracts including whole life cover include the portion of premiums written but not earned during the reporting period.
At each period-end, the Group assesses whether its recognised insurance liabilities, net of its insurance assets (deferred participation asset plus insurance-related intangible assets), are adequate, based on current estimates of future cash flows under its insurance contracts and financial instruments with DPF. The test is performed using assetliability management models, by applying a stochastic approach to estimate liabilities according to a wide range of scenarios. The models take into account embedded derivatives (policyholder surrender options, guaranteed yields, etc.) and administrative costs. The test determines the economic value of insurance liabilities corresponding to the average of the stochastic trajectories. Similar-type contracts are grouped together when performing the test and the results are analysed at entity level: if the sum of the surrender value and deferred participation (asset or liability), less related deferred acquisition costs and related intangible assets, is less than the fair value of the recognised insurance liability, the shortfall is recognised in profit.
The following table shows transactions between the Group and its subsidiaries. They correspond to fees, interest on
■ Share-based payment: no share-based payments were made in 2009 to the Chief Executive Officer, the four Deputy Chief Executive Officers or the members of the Board of Directors.
Net gains on equities and property (271.0) AttRIbUtAblE to owNERS of thE PARENt 730.6
finanCial statements4 notes to the consolidated financial statements ll NoTe 7 intangible assets 7.1 INtANgIblE ASSEtS by CAtEgoRy
The adjustment was made based on the acquisition audit work and mainly reflects the recognition of in-force business.
CARRyINg AmoUNt At thE ENd of thE PERIod 13.5 12.0 10.1
Carrying amount at the beginning of the period 1,035.2 1,053.6 890.9
CARRyINg AmoUNt At thE ENd of thE PERIod 817.9 1,035.2 1,053.6 * “Other movements” in 2007 correspond mainly to the reclassification of properties held by Sicac and Assurbail as investment properties. These assets were previously reported under “Banking and other assets”. In the case of Assurbail, only properties leased under operating leases have been reclassified; properties leased under finance leases continue to be reported under “Banking and other assets”.
Carrying amount at the beginning of the period 520.6 445.7 394.7
Non-current assets held for sale and discontinued operations (11.1) 0.0 0.0
CARRyINg AmoUNt At thE ENd of thE PERIod 113.0 144.4 136.1 ll NoTe 9 investments 9.1 INvEStmENtS by CAtEgoRy
finanCial statements 4 notes to the consolidated financial statements 9.1.1 investments at 31 december 2009
Other (including lent securities and repos) 4,896.1 (23.9) (66.6) 340.8 5,146.4
9.8.1 Classification by type of asset and by geographical region at 31 december 2009
■■ Liability adequacy test reserves 0.0 0.0 0.0 life technical reserves 101,638.6 95,696.6 5,942.0
■■ Bonuses and rebates (including claims equalisation reserve on Group business maintained in liabilities) 56.5 53.6 3.0
Financial instruments without dPF 6,439.8 6,229.5 210.4 derivative financial instruments embedded in financial instruments with or without dPF 0.0 0.0 0.0 deferred participation reserve* 356.7 356.7 0.0 totAl INSURANCE ANd fINANCIAl lIAbIlItIES 241,869.7 235,564.4 6,305.3 deferred participation asset* (1,175.3) (1,175.3) 0.0 * A net deferred participation asset was booked in the balance sheet in 2008 to reflect the unrealised losses recognised over the period in line with shadow accounting principles. The recoverability test (described in Note 3.12.1) conducted on 31 December 2008 has demonstrated the Group’s capacity to recover this amount over time from future or unrealised participations.
Changes in scope of consolidation and changes of method 0.0 0.0 0.0
finanCial statements4 notes to the consolidated financial statements 10.2.3 Changes in mathematical reserves – financial instruments with dPF
Newly-consolidated companies 0.0 0.0 0.0 mathematical reserves at the end of the period 6,439.9 6,229.5 210.4
Issuance date Interest rate Currency Amounts due within 1 year due in 1 to 5 years due in 5 to 10 years due in 10 to 15 years due beyond 15 years Undated fair value*
Accrued payroll and other taxes 462.6 497.3 268.5 ll NoTe 12 Deferred taxes This note presents total deferred tax assets and liabilities by type of temporary difference.
Inward reinsurance premiums 824.2 868.0 661.8 totAl PREmIUm INComE 32,585.6 28,322.2 31,529.5
Taxes other than on income 113.5 86.4 98.1 17.3 AdmINIStRAtIvE ExPENSES, NEt
■■ Including foreign subsidiaries and other businesses 0.30% 0.31% 0.31% * Excluding CNP Trésor set-up expenses. 35.2 35.7 36.4 ** Insurance and financial liabilities, excluding deferred participation.
■ reCoNCiliATioN oF iNvesTmeNT iNCome ANd exPeNses To The AmouNTs rePorTed iN The iNCome sTATemeNT
Other (including lent securities and repos) 0.8 0.3 0.5 derivative instruments
21.2.1 effective interest rates at purchase 31.12.2009 france Italy brazil Spain
finanCial statements4 notes to the consolidated financial statements 2002), after adjusting for a liquidity premium in the rates used to discount financial liabilities to present value. The Brazilian subsidiary Caixa Seguros has continued to apply the Group’s traditional reporting procedure and smaller Group entities use deterministic models.
Assets: ■ floating rate and index-linked bonds represent around 10% of the portfolios; ■ part of the portfolio of fixed rate bonds is hedged using caps.
General forecasting system: Asset and liability projections are produced annually, in the fourth quarter, and used to calculate policyholder dividend rates for the year, as well as to produce budgets and business plans.
These assessments were made as part of our audit of the consolidated financial statements taken as a whole, and therefore contributed to the opinion we formed which is expressed in the first part of this report.
On 12 November 2009, CNP Assurances entered into an agreement with Rentipar Seguros SGPS for the sale of its stakes of 83.52% and 83.57% respectively in Global - Companhia de Seguros, S.A. and Global Vida - Companhia de Seguros de Vida, S.A. (together, Global Seguros), for a total consideration of €117 million, valuing both companies at €140 million for 100% of the share capital.
CNP Assurances repurchased an indirect investment held in CNP UniCredit Life (wholly-owned by CNP UniCredit Vita) for an amount of €40.2 million. The subsidiary was renamed CNP Europe. The agreement was signed on 23 December 2008 and the transaction was finalised on 31 March 2009. This operation provides CNP Assurances with a platform of cutting-edge operating processes for developing its private asset management business within the scope of the free provision of services within the European Union.
Equities are recognised at their purchase price, less expenses, and dividends are recorded at the payment date, less tax credits, which are netted against income tax expense.
finanCial statements 4 notes to the company financial statements be realised and their measurement should not be affected by fluctuations in exchange rates; ■ other transactions denominated in foreign currency that generate an “operational” position. These operating transactions represent the short- or medium-term foreign exchange exposure borne by the entity in its day-to-day business that is affected by fluctuations in exchange rates.
■ All forward financial instruments held at the reporting date are disclosed in the summary schedule of investments included in the notes to the Company financial statements. Each forward financial instrument is shown in relation to the investment that it hedges.
■ However, a straight-line basis is used in the deferral calculation as this does not result in any significant change vis-à-vis the calculations performed on the basis of the effective yield of the instrument.
■ Income and expense related to return strategies are calculated over the life of the forward financial instrument and any residual flows are included when the hedge is unwound.
Mathematical reserves are zillmerised provided that this does not give rise to a negative amount for a given policy. Zillmerisation consists of deducting the present value of acquisition expenses included in premiums from mathematical reserves. The premium loading for zillmerisation corresponds to the contractual policy terms.
■ the change in the unearned premium reserve (corresponding to the portion of premiums written during the period that relates to the next period).
In € thousands 1 year or less between 1 and 5 years over 5 years
Paris – France EUR NA NA NA 22,991 22,991 99.00% 34,510 NA NA 0 Property
WC2E 9HE – UK GBP NA NA NA 11,244 5,079 15.58% 0 NA NA 0
S-CDC Intercompany partnership 110 rue de l’Université – 75007 Paris - France
2009: ■ Short-term benefits: the short-term benefits (salaries, bonuses, directors’ fees and benefits in kind) paid to the members of the Board of Directors of CNP Assurances, including the Chairman of the Board of Directors and the Chief Executive Officer in 2009, amounted to €1,911,316.
Audit of the financial statements of the Company and the Group 824 91% 875 52%
Fixed/variable rate redeemable subordinated debt FR0000474421 EUR 300 5.25% until 2013, then 3-month Euribor 200 bps
In accordance with professional standards applicable in France, we have also performed the specific verifications required by French law.
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the Board of Directors, and in the documents addressed to the shareholders with respect to the financial position and the financial statements.
■ the report of the Chairman of the Board of Directors on the composition and work of the Board of Directors and the Company’s internal control and risk management procedures; ■ the Statutory Auditors’ special report, prepared in accordance with Article L.225-235 of the French Commercial Code; the General Meeting approves the Company’s financial statements for the year ended 31 December 2009, as presented to it, as well as the transactions entered in said financial statements or referred to in said reports, which show net profit of €934,267,620.14.
Having considered the Statutory Auditors’ special report on the agreements referred to in Article L.225-38 of the French Commercial Code, the General Meeting approves said report.
■ to buy back shares for cancellation, particularly in order to increase return on equity and earnings per share, and/or to neutralise the dilutive impact of share issues for shareholders (subject to shareholders adopting the extraordinary resolution authorising capital reductions); ■ decides that the maximum purchase price per share may not exceed €140, excluding transaction costs; ■ decides that the Board of Directors may, however, adjust the above-mentioned purchase price in the event of a change in the par value of the shares, an increase in share capital by means of capitalisation of reserves and the allotment of bonus shares, share splits or reverse share splits, redemption or reduction of the share capital, distribution of reserves or other assets and any other equity-related transactions, in order to take into account the impact of these transactions on the value of the share; ■ decides that the maximum amount of funds used to carry out this share buyback programme may not exceed two billion, seventy-nine million, five hundred and twentynine thousand, five hundred and twenty-two euros (€2,079,529,522);
The form for voting by correspondence or proxy form, as well as the share ownership certificate may be prepared on an electronic medium duly signed under the conditions provided for by the applicable legal and regulatory provisions. For this purpose, the entry of the choices made and the electronic signature of the form may be made directly on the website set up by the General Meeting service. The electronic signature of the form may be made by entering, under conditions that comply with the provisions of the first sentence of the second paragraph of Article 1316-4 of the French Civil Code (Code civil), a username and a password or by any other process meeting the conditions defined in the first sentence of the second paragraph of this same article. The proxy or vote expressed in this manner prior to the General Meeting via this electronic means as well as the acknowledgement of receipt that is given therefor, where applicable, will be considered as irrevocable written instruments that are enforceable on everyone, except in the case of sales of shares which are the subject of the notification provided for in paragraph IV of Article R.225-85 of the French Commercial Code and that set out immediately hereinafter.
The ninth resolution is set out below: After reviewing the Board of Directors’ report, the Extraordinary General Meeting (of 22 April 2008), in accordance with Articles L.225-129 and L.225-129-2 of the French Commercial Code: ■ delegates to the Board of Directors the authority to decide to issue ordinary shares of the Company, on one or more occasions, in the proportions and at the times it considers appropriate, in France or in other countries, in euros or in foreign currency, with pre-emptive subscription rights for existing shareholders; ■ decides that the total amount of the increases in the Company’s share capital, resulting from all the share issues carried out pursuant to this delegation of authority may not exceed a maximum of five hundred (500) million euros (including share premiums); ■ shareholders may exercise their pre-emptive subscription rights, under the conditions provided for by law to the shares to which they are entitled as of right. The Board of Directors may, moreover, give shareholders the right to subscribe for a number of ordinary shares in excess of those to which they are entitled as of right, in proportion to their subscription rights and for the amount of their requests; If the subscriptions as of right and where applicable those for excess shares have not covered the full amount of the issue of ordinary shares, the Board of Directors may choose to limit the share issue to the amount of the subscriptions received, on condition that they have reached at least threequarters of the share issue decided, allocate the shares that have not been subscribed as it considers appropriate, and/or offer them to the public; ■ delegates to the Board of Directors all the necessary powers to implement this resolution, set the conditions for the share issue, record the completion of the resulting capital increases, make any adjustments where applicable in order to take into account the impact of this transaction on the Company’s share capital, amend the Articles of Association accordingly, enable the deduction of any capital increase costs from the share premium and more generally, do everything that may be necessary.
■ on its decisions alone, after each increase in the share capital, deduct any capital increase costs from the amounts of the related share premiums,
Under the terms of the renewable 5-year agreement signed on 2 September 1998, CNP Assurances’ main shareholders (Caisse des Dépôts et Consignations, La Poste, CNCEP and the French State) affirmed their intention to remain shareholders of the Company over the long term and to implement a common policy. They agreed to consult each other prior to all major decisions, such as proposed amendments to the Articles of Association, capital projects excluding financial investments, membership of the Executive Board and Supervisory Board and, more generally, all strategic decisions for CNP Assurances.
■■ CDC: 37% ■■ La Banque Postale ■■ CNCEP ■■ French State: 1%
additional information about the ComPany and its CaPital5 annual information document 5.4. annual information doCument
Addendum no. 5 to the shareholders’ agreement of 12 September 1998 (4 August 2009)
Mazars 61, rue Henri Regnault – Tour Exaltis 92400 Courbevoie represented by Jean-Claude Pauly * 1998 AGM to approve the 2009 fi nancial statements
Statutory Auditors’ report on the Company and consolidated financial statements 257 to 258 and 210 to 211 6. Fees paid to the Statutory Auditors 296 7.