DANONE - Registration document 2015

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DANONE REGISTRATION DOCUMENT 2015
Corporate Governance
6.1 Governance bodies
209
Board of Directors
Composition
The members of the Board of Directors are appointed by the Shareholders' Meeting, except the two Directors representing employees
who are appointed by the Company Works Council and by the Group European Works Council.
Members of the Board of Directors as of December 31, 2015
As of December 31, 2015, the following persons are the 15 members of the Board of Directors:
Name Gender Age Primary function(a)
Starting date of
Director's term
Expiration date of
Director's term (b)
Franck RIBOUD Male 60 Chairman of Danone's Board of Directors 1992 2019 (c)
Emmanuel FABER Male 52
Chief Executive Officer and Vice-Chairman
of the Danone's Board of Directors 2002 2019 (c)
Bruno BONNELL (d) Male 57 Chairman of I-Volution 2002 2017
Jacques-Antoine GRANJON (d) Male 53
Chairman and Chief Executive Officer
of 2012 2018
Marie-Anne JOURDAIN Female 57 Director representing employees 2014 2017
Jean LAURENT (d) Male 71
Chairman of the Board of directors of
Foncière des Régions 2005 2018
Gaëlle OLIVIER (d) Female 44
Chief Executive Officer,
General Insurance, AXA Asia 2014 2017
Benoît POTIER (d) Male 58
Chairman and Chief Executive Officer
of Air Liquide SA 2003 2018
Isabelle SEILLIER Female 56
Head of Financial Institutions
EMEA of J.P. Morgan 2011 2017
Mouna SEPEHRI (d) Female 52
Member of the Executive Committee,
Executive Vice-President of Renault SAS 2012 2018
Jean-Michel SEVERINO (d) Male 58 Head of I&P SARL 2011 2017
Virginia A. STALLINGS (d) Female 65
Professor of Pediatrics at the Children's
Hospital of Philadelphia 2012 2018
Bettina THEISSIG Female 53 Director representing employees 2014 2017
Serpil TIMURAY (d) Female 46
Regional Chief Executive Officer Africa,
Middle East, Asia and Pacific, and Executive
Committee member of Vodafone group 2015 2018
Lionel ZINSOU-DERLIN (d) Male 61 Prime Minister of Benin 2014 2017
(a) EachDirector'stermofofficeanddutiesaredetailedhereafter(seesection6.2 PositionsandresponsibilitiesoftheDirectorsandnomineestotheBoardofDirectors).
(b) Date of the Shareholders' Meeting.
(c) Subject to renewal of his term of office by the Shareholders' Meeting of April 28, 2016.
(d) Director considered independent by the Board of Directors on February 22, 2016 at the recommendation of the Nomination and Compensation Committee
(see section Review of Directors' Independence hereafter).
Since February 2013, the Board of Directors has included a Lead
Independent Director, Mr. Jean LAURENT, who was appointed by
the Board of Directors at the recommendation of the Nomination
and Compensation Committee (see description hereafter in section
Lead Independent Director ).
Pursuant to Act No. 2013-504 of June 14, 2013 and the Company's
by-laws, Mrs. Marie-Anne JOURDAIN and Mrs. Bettina THEISSIG
were appointed, respectively, by the Company's Works Council on
September 3, 2014 and by the Group European Works Council on
September 6, 2014, as Directors representing employees. Since their
appointment, a single member of the Works Council participates
in Board of Directors' meetings in an advisory capacity, compared
with four members previously.
The Board of Directors includes an honorary Vice-Chairman of the
Board of Directors, Mr. Michel DAVID WEILL, who was appointed to
this function following the Shareholders' Meeting of April 28, 2011
and serves in an advisory capacity.