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GOVERNANCE
Georges Plassat
Chairman and Chief Executive Officer
Board appointment: May 23, 2012
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Amaury de Seze
Senior Independent Director
Board appointment: July 28, 2008
Renewal proposed during the Shareholders’
Meeting on April 15, 2014
Bernard Arnault
*
Board appointment: July 28, 2008
Renewal proposed during the Shareholders’
Meeting on April 15, 2014
Thomas J. Barrack Jr.
*
Board cooptation: January 15, 2014
Submitted to approval of the Shareholders’
Meeting convened on April 15, 2014
Nicolas Bazire
*
Board appointment: July 28, 2008
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Jean-Laurent Bonnafé
*
Board appointment: July 28, 2008
Renewal proposed during the Shareholders’
Meeting on April 15, 2014
Thierry Breton
Board appointment: July 28, 2008
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2015
René Brillet
Board appointment: July 28, 2008
Renewal proposed during the Shareholders’
Meeting on April 15, 2014
Charles Edelstenne
Board appointment: July 28, 2008
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2015
Diane Labruyère-Cuilleret
Board appointment: June 18, 2012
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Mathilde Lemoine
Board appointment: May 20, 2011
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Bertrand de Montesquiou
Board appointment: June 18, 2012
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Georges Ralli
Board appointment: June 18, 2012
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2014
Anne-Claire Taittinger
Board appointment: July 28, 2008
Term of office expires: Shareholders’ Meeting
convened to approve the financial statements
for the fiscal year ending December 31, 2015
Robert Halley
Honorary Chairman
The Board
of Directors
The Board of Directors is a collective body that represents all shareholders and acts in the
company’s interest in all circumstances. The Board ensures that its membership is
balanced, its ability, experience and representativeness serve the company, and its opera-
ting procedures are appropriate in order to act in the company’s interest and fulfil its
missions.
The Board approves the company’s strategy and ensures its implementation. Except for
the powers attributed to the Shareholders’ Meeting and in accordance with the company’s
business object, the Board deals with all questions in the company’s interest and resolves
through its deliberations the issues that are raised.
The specialised
committees
To take into account the nature and
characteristics of the company’s
activities, the Board of Directors’
Committees are as follows:
THE ACCOUNTS COMMITTEE
Chairman:
Georges Ralli.
Members:
Nicolas Bazire*, René Brillet,
Mathilde Lemoine.
The Committee’s duties notably include
monitoring the process of preparing financial
information, the effectiveness of the internal
control and risk management systems, the
auditing of the annual and consolidated
financial statements by the statutory auditors
and the independence of the statutory
auditors.
THE REMUNERATION COMMITTEE
Chairman:
Thierry Breton.
Members:
René Brillet, Charles Edelstenne.
The Remuneration Committee is responsible
for reviewing all issues relating to the personal
status of corporate officers, including
remuneration, pension benefits, company
subscription, purchase options and free
shares, and conditions for end of office.
It reviews the terms, amounts and allocation
basis of stock-option plans. It is informed
of the remuneration policy for top executives
who are not corporate officers.
THE NOMINATIONS COMMITTEE
Chairman:
Bertrand de Montesquiou.
Members:
Diane Labruyère-Cuilleret,
Anne-Claire Taittinger, Nicolas Bazire*.
The Committee examines and formulates
an opinion on any application for nomination
to the post of Director or a role as a corporate
officer, taking particular account of a desirable
balance in the composition of the Board.
It organises a procedure for the purpose
of selecting future independent Directors.
The classification of independent Director
is discussed by the Committee and
reviewed each year by the Board. It makes
recommendations to the Board of Directors
on the appointment of members of the
specialised committees when they are
due for renewal. It also assists the Board
of Directors in adapting the company’s
corporate governance practices and
assessing their operation.
* Non-independent Director.