Corporate Governance
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We uphold the AFEP-MEDEF Code of corporate governance for listed companies (sometimes referred to as “the Code” – see the MEDEF website: www.medef.fr). The Code results from the consolidation of the reports of 1995, 1999 and 2002 and the Recommendations of October 2008 regarding the compensation of chief executive officers. The AFEP (“Association française des entreprises privées”) and the MEDEF (“Mouvement des entreprises de France”) are French associations gathering companies in private sector. Our Board of Directors, at its meetings on October 29 and December 11, 2008, confirmed, and then published its adherence to the AFEP and MEDEF recommendations. The principles of the Code govern, among other things, the operating rules of our Board of Directors and its Committees, as described in the Board of Directors’ Operating Rules.

In addition, since our securities are listed on the New York Stock Exchange, we make every effort to reconcile the principles referred to above with the rules of the NYSE concerning corporate governance that apply to us, as well as with the provisions of the U.S. Sarbanes-Oxley Act, which came into force in 2002. In this respect, we note, throughout  2008 Annual Report on form 20-F, Chapter 7, the main ways in which our corporate governance practices are aligned with, or differ from, the NYSE’s corporate governance rules applicable to U.S. “domestic issuers” listed on that exchange.

The AFEP-MEDEF code is based on specific principles which our policy in terms of corporate governance largely mirrors, as outlined in the 2008 Annual Report on form 20-F, Chapter 7; we explain in the chapter our alignment with the Code, and, when applicable, the particular position of our company.

 

Operating Rules of the Board of Directors (as of December 7, 2011)
   
Articles of Association & By-Laws (as of December 31, 2012)
   
external link Compliance with the Recommendations on the Compensation of Corporate Executive Officers of listed companies as issued by AFEP and MEDEF (Regulated Information)
   
Alcatel-Lucent Corporate Governance Documents
  Summary of Significant Differences Between Alcatel-Lucent’s Corporate Governance Practices and the NYSE’s Corporate Governance Standards for U.S. companies
   
Code of Ethics for Senior Financial Officers (January 2013)
  This Code has been adopted by the Board of Directors of Alcatel to promote honest and ethical conduct, proper disclosure of financial information in the Company’s reports containing financial information, and compliance with applicable laws, rules, and regulations by the Company’s senior officers who have financial responsibilities.

 
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