The Board of Directors is a collegial body that collectively represents all shareholders and acts at all times in the corporate interests of the Company and the Group.
It determines the orientations of the Company’s operations and monitors their implementation. Subject to the powers expressly granted to shareholders’ meetings and within the limit of the corporate purpose, the Board of Directors is competent for handling, and deciding upon, any matters relating to the smooth operations of the Company. It carries out any controls and audits it may deem appropriate.
The Board of Directors monitors its own composition and effectiveness in advancing the Company’s interests and carrying out its duties.
The composition of the Board of Directors and the committees
Mr. Gauthier Louette is Chairman and Chief Executive Officer of the Company.
The other Directors are: Denis Chêne, Tanja Rueckert, Nathalie Paladitcheff, Gabrielle van Klaveren-Hessel, Daniel Boscari, Sophie Stabile, Regine Stachelhaus, Peter Mason and Michel Bleitrach.
Sophie Stabile, Regine Stachelhaus, Tanja Rueckert, Peter Mason and Michel Bleitrach are independent members of the Board of Directors.
Daniel Boscari is the Group employee representative, and Gabrielle van Klaveren-Hessel the FCPE SPIE Actionnariat representative.
The Board of Directors has appointed Sir Peter Mason as Senior Independent Director with primary missions to assist the Chairman and CEO in the organization and smooth functioning of the Board and its Committees, be the preferred contact for shareholders, in particular those not represented on the Board, regarding governance issues, and to deal with any cases of conflicts of interests that may arise within the Board or the General Management.
The Board of Directors also comprise two observers: Baudoin Lorans and FFP INVEST as a legal entity, represented by its CEO Bertrand Finet.
The Board of Directors has set up four committees the purposes of which is to improve its operation and assist it in the decision-making process:
The Audit Committee
It is responsible for monitoring issues relating to the preparation and verification of accounting and financial information.
It is composed of Peter Mason (Chairman), Sophie Stabile, Nathalie Palladitcheff, Gabrielle van Klaveren-Hessel and Bertrand Finet.
The Compensation Committee
It plays a very important role in the compensation of the Executive Management and the Board of directors.
It is composed of Michel Bleitrach (Chairman), Daniel Boscari and Sophie Stabile.
The Appointments and Governance Committee
It plays a very important role in the composition of the Executive Management and of the Board of directors.
It is composed of Regine Stachelhaus (Chairman), Nathalie Paladitcheff, Gauthier Louette and Sir Peter Mason.
The Strategy and Acquisitions Committee
It is in charge of monitoring the issues relating to the Group policy in terms of acquisitions and financing.
It is composed of Gauthier Louette (Chairman), Nathalie Paladitcheff, Denis Chêne and Regine Stachelhaus and Gabrielle van Klaveren-Hessel.
Biographies of the directors of the Board