Its functioning
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: Patrick Jeantet, Peugeot Invest Assets represented by Bertrand Finet, Regine Stachelhaus, Michael Kessler, Jérôme Nier, Sandrine Téran, Gabrielle van Klaveren-Hessel, Christopher Delbrück, Carole Le Gall and Mariel Von Schumann.
Patrick Jeantet, Peugeot Invest Assets (Bertrand Finet), Regine Stachelhaus, Sandrine Téran, Christopher Delbrück, Carole Le Gall and Mariel Von Schumann are independent members of the Board of Directors.
Jérôme Nier and Michael Kessler are the Group employee representatives, and Gabrielle van Klaveren-Hessel the FCPE SPIE for you representative.
The Board of Directors has appointed Patrick Jeantet 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 has set up three 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 and risk control.
It is composed of Sandrine Téran (Chairwoman), Bertrand Finet, Gabrielle van Klaveren-Hessel, Carole le Gall and Christopher Delbrück.
The Nominations and Compensation Committee
It plays a very important role in the composition of the Board of directors, succession planning and for the compensation of the Executive Management and the Board of directors.
It is composed of Patrick Jeantet (Chairman), Regine Stachelhaus, Jérôme Nier, Bertrand Finet and Mariel Von Schumann.
The CSR and G/media/5869overnance Committee
It plays a very important role for the company's compliance with good governance practices and to ensure that matters relating to the Corporate Social Responsibility (CSR) are taken into account.
It is composed of Regine Stachelhaus (Chairwoman), Patrick Jeantet, Michael Kessler, Carole Le Gall and Mariel Von Schumann.
The Board's rules of procedure adopted on March 28, 2024