Proposals to nominate Directors and renew Directors' mandates ahead of the Annual General Meeting on 23 May, 2017
At the Nomination and Corporate Governance Committee's suggestion, the Board of Directors, at its meeting of 8 February 2017, approved the proposals to nominate Directors and renew Directors’ mandates ahead of the Annual General Meeting of Shareholders.
Renewals are proposed for the two Directors whose mandates are set to expire:
- Mrs. Alexandra Schaapveld, Independent Director since 2013, Chairman of the Audit and Internal Control Committee and member of the Risk Committee;
- Mr. Jean-Bernard Levy, Independent Director since 2009, Chairman of the Compensation Committee and member of the Nomination and Corporate Governance Committee.
Nominations are proposed for:
- Mr. William Connelly, Independent Director;
- Ms. Lubomira Rochet, Independent Director.
These proposed nominations follow the resignation on 1st December 2016 of Mr. Emmanuel Roman, who has been appointed Chief Executive Officer of PIMCO, and of Ms. Barbara Dalibard, appointed Chief Executive Officer of SITA, to take effect on 23 May 2017.
A search for candidates was launched in July 2016 with the help of a consulting firm on the basis of criteria established by the Nomination and Corporate Governance Committee and the Board of Directors, including:
- banking and financial market expertise;
- digital and IT expertise.
The Board ensured that the selected candidates fulfilled these conditions and had the available time necessary to carry out their functions. It also ensured the continued balance in the composition of the Board in terms of gender parity, skills and experience.
If these resolutions are adopted, the Board of Directors will be composed of 14 members, including two Directors elected by staff members in March 2015 for a three-year term. Its composition will include five women elected at the General Meeting, or 41.6% of its members elected by shareholders, and five members of non-French nationality. Its composition will be balanced in terms of skills. The proportion of Independent Directors will be above 91.6% (11/12) according to the method of calculation defined in the AFEP-MEDEF Code, which does not account for staff members. The composition of the Committees will remain unchanged.
Pascal Henisse – +33 1 57 29 54 08- firstname.lastname@example.org- @SG_presse