02 Corporate governance report Supervisory Board practices – Activities in 2024 2.2.9.2 Role and responsibilities The Audit Committee assists the Supervisory Board in fulfilling its oversight role. It operates as a specialized committee tasked with addressing issues related to the preparation and control of accounting and financial information, as well as sustainability information, in accordance with Articles L. 821-67 et seq. of the French Commercial Code. The role and responsibilities of the Audit Committee and its interactions with the other Committees are described in its internal rules, available on the Group's website www.michelin.com. For the first sustainability reporting exercise in application of the Corporate Sustainability Reporting Directive (CSRD), including preparation of the first Sustainability Statement, the main tasks of the Audit Committee, as defined in its internal rules referred to above, were as follows: n Internal control and risk management l check that internal control and risk management systems and internal audit systems exist, covering the procedures for the preparation and processing of sustainability information, and that their effectiveness is tracked; l assess the effectiveness and quality of the Group’s internal control procedures in helping to ensure that (i) the reported sustainability information provides a true and fair view of the operations of CGEM and the Group, and (ii) it complies with accounting standards and the sustainability reporting standards that determine the information to be disclosed; l assess the organization of the departments responsible for internal audit and risk management; l track the implementation and effectiveness of risk management procedures, including bribery and corruption, influence peddling and fraud prevention and detection systems; l perform an overall assessment of the application of compliance rules; l make recommendations to guarantee these procedures’ integrity; l review material off-balance sheet risks and commitments; l ensure that corrective action is taken to resolve material weaknesses or anomalies reported to the Committee, and inform the Supervisory Board if necessary; l ensure that financial and sustainability communications by CGEM and the Group are relevant and of a high quality; l in coordination with the CSR Committee, (i) ensure that CGEM’s management performs a double materiality assessment of internal or external sustainability matters (Impacts, Risks and Opportunities – IRO) affecting the Group, and (ii) analyze sustainability risks for the preparation of the risk map and double materiality matrix, as well as for other purposes as needed; l inform the CSR Committee of the conclusions of the Statutory Auditors tasked with certifying the sustainability information. The Audit Committee is informed of the main observations of the Statutory Auditors and internal auditors concerning the effectiveness of the internal control and risk management systems. It receives the reports of the heads of internal audit and risk management. It is given details of the internal audit program and receives the internal audit reports or an executive summary of these reports. n Concerning the examination of sustainability information, the Audit Committee’s task is to: l track the process for the preparation of sustainability information and, if appropriate, make recommendations to guarantee its integrity; l oversee the consistency of financial and sustainability information. At the meeting of the Committee at which the sustainability information is examined, the Statutory Auditors present the key matters identified during their audit of the information. n Concerning the work of the external auditors, the Audit Committee’s task is to: l ensure that the Statutory Auditors fulfill their engagement for the certification of the sustainability information; l lead the procedures for the selection of the Statutory Auditors (or the independent third party organizations, depending on the case) and review matters relating to the appointment, re-appointment or removal of the auditors. In 2024, the Chairman of the Audit Committee obtained assurance that the Committee's work in 2023 and 2024 enabled it to fulfill its remit as specified in French law and the AFEP/MEDEF Code. In view of the distance they may have to travel to attend meetings and the other business commitments not only of the Supervisory Board and Audit Committee members but also of the members of Executive Management, the Audit Committee conducts its formal review of the annual and interim financial statements at least a day before they are presented to the Supervisory Board. 101 2024 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN
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