board of directors’ committees




Structuring governance and assisting the Board of Directors

 

Three committees, each of which is dedicated to a specific field of expertise, operate within a remit determined by the Board of Directors. The committees submit their opinions and proposals to the Board for decision.

The Audit Committee

Members*

  • Yves Chevillote (chairman)

  • Aïcha Mokdahi

  • Philippe Alfroid

  • Alain Aspect

  • Benoit Bazin

  • Olivier Pécoux

*Composition as of December 1, 2009


Role

The Audit Committee proceeds by inspections and interviews involving the different management structures of the group, to ensure that the Executive Management has access to the resources required to identify and manage the economic, financial and legal risks to which the group is exposed in the context of its operations.

 

The Remunerations Committee

Members*

  • Michel Rose (chairman)

  • Bernard Hours

  • Maurice Marchand-Tonel

*Composition as of December 1, 2009

 

Role

The Remunerations Committee makes recommendations concerning the remuneration of members of the Executive Management and the granting of stock options. The Committee monitors the Group’s remuneration policies and assists the Chairman and the Board in their discussions on management succession plans for the Group. Finally, the Remunerations Committee deliberates on the composition of the Board of Directors and any changes that need to be made.

 

The Strategic Committee

Members*

  • Xavier Fontanet (Chairman)
  • Hubert Sagnières
  • Philippe Alfroid
  • Alain Aspect
  • Benoît Bazin
  • Antoine Bernard de Saint-Affrique
  • Yves Chevillotte
  • Bridget Cosgrave
  • Yves Gillet
  • Bernard Hours
  • Maurice Marchand-Tonel
  • Aicha Mokdahi
  • Olivier Pécoux
  • Michel Rose
  • Alain Thomas

*Composition as of December 1, 2009.

 

Role

The principal purpose of the Strategic Committee is to review group strategy at regular intervals as regards products, technologies, geographical developments and marketing.

 

The Appointments Committee

Members*

  • Xavier Fontanet (chairman)

  • Yves Chevillotte

  • Maurice Marchand-Tonel

  • Michel Rose

*Composition as of February 1, 2010

 

Role

The main role of the Appointments Committee is to recommend candidates for election to the Board and to review the Board’s membership and future developments. In addition, the Committee supervises the Board’s self-assessment process, identifies independent directors and submits their findings to the Board for approval, manages changes to the Board’s membership, oversees the directors’ performance process and recommends improvements in Board procedures. Lastly, the Committee makes all necessary preparations for changes in Board membership.

 


 
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