Danone // 2020 Universal Registration Document

corporate governance 6.1 Governance bodies DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 214 term limit and the staggering of the expiration dates of the terms of office ensure a regular review of the Board’s composition in accordance with its diversity policy; • as part of its assessment, the Board regularly reviews whether its composition and that of its Committees is consistent with its diversity policy and identifies the guidance to provide in order to ensure the best possible balance based on the objectives of this policy. To that end, it takes into account the work and recommendations of the Governance Committee. Procedure for selecting future Directors In accordance with the recommendations of the AFEP-MEDEF Code, the Governance Committee has implemented a policy for selecting future Directors. The Committee first determines the skills, expertise and profiles to be added to the Board in line with the Board’s diversity policy. It is assisted by a firm that specia- lizes in the recruitment of directors with international profiles to identify candidates who meet these criteria and reviews a list of candidates. It also reviews unsolicited applications and candidates recommended by the Board members. The selected candidates meet with the Lead Independent Director, the Chairman and Chief Executive Officer, several Directors and the Secretary of the Board of Directors. During these meetings, the candidates’ availability is discussed in depth in order to verify that they have sufficient time to serve as Directors at Danone. Following these meetings and after reviewing the various profiles, the Governance Committee selects the candidates to be presented to the Board. The Board analyzes the various profiles and decides to submit certain nominations to the shareholders for approval. Diversity and expertise of Directors, compatibility of their membership on the Committees General Information Directors’ expertise MembershiponBoardCommittees Core skills Sector-specific skills Nom Number of terms in listed companies (a) Operationalmanagement of large companies/governance of listed companies Experience in emerging markets International experience Finance/Audit/M&A FMCG/food and beverage industry Social and environmental responsibility Nutrition/Health Audit Committee Governance Committee Engagement Committee Strategy & Transformation Committee Emmanuel FABER 1        Franck RIBOUD 1        • Guido BARILLA 1       • Frédéric BOUTEBBA 1   • Cécile CABANIS 4        • Clara GAYMARD 4     • Michel LANDEL 2       C Gaëlle OLIVIER 1      • Benoît POTIER 3       • C Gilles SCHNEPP 4 (b)      • Isabelle SEILLIER 1     • Jean-Michel SEVERINO 3       C • Virginia A. STALLINGS 1    • Bettina THEISSIG 1    • Serpil TIMURAY 1        C Lionel ZINSOU-DERLIN 3        • • • Total 13 12 14 12 9 15 10 4 4 4 7 (a) Includes DANONE SA Director’s term. Committee member: • (b) Excluding his term of office at Peugeot SA which ended on January 16, 2021. Committee Chairman: C The main areas of expertise and experience are described in detail in the biographical information for each Director in section 6.2 Positions and responsibilities of the Directors .