AXA Group

As of April 22, 2008 the Audit Committee had 4 members: Anthony Hamilton (Chairman), Jean-Martin Folz, Henri Lachmann and Ezra Suleiman

The scope of the Audit Committee's responsibilities is set forth in an Audit Committee Charter which defines the Committee's principal missions, including the following:

• to review the Company's interim and annual financial statements and certain financial disclosures by the Company;
• to control the appointment, compensation and replacement of the Company's auditors and to oversee the Company's auditors and, where legally permissible, the auditors of the Company's subsidiaries;
• to review the external auditors' proposed audit scopes, audit plans and coordination with the Company's internal audit Department and to review the result of their work, their recommendations and obtain timely reports concerning the status of these matters;
• to assess the independence of the Company's external auditors by examining their relationships with the AXA Group and, in particular, by examining all fees for audit services, audit related services and any other services;
• to review with the Management Board and the Head of Group Audit department the structure and missions of the Company's internal audit function; and
• to review such other matters as the Committee deems necessary or appropriate from time to time in order to assess the Group's internal control environment, risk management practices and risk exposures.

The external auditors of the Group, the Group Chief Financial Officer, the Deputy Group Chief Financial Officer, the Group Chief Accounting Officer as well as the head of the Group Internal Audit department attend the Committee's meetings. For the fulfilment of its missions, the Committee may request external consulting expertise.

The Audit Committee met seven times in 2007. The overall attendance rate was 92.86%. Within the framework of its principal missions such as described above, the Committee notably focused on the following issues:

• annual and interim financial statements;
• 2007 Group Audit Plan;
• SOX 404 update;
• fraud report;
• local internal audit plans summary;
• IFRS to US GAAP reconciliation;
• auditors action plan;
• significant litigation and regulatory matters;
• Form 20F;
• update of the Audit Committee Charter.