2022 Universal Registration Document

Key Data

At the close of the Shareholders’ General Meeting of 13 April 2023, the characteristics of the Board’s membership will be as follows, provided that all resolutions put to the vote at the meeting are passed, with the understanding that, in accordance with the French Commercial Code and the Afep-Medef code, the Directors representing employees and the Director representing employee shareholders are not included when calculating percentages for Board independence and gender balance:

Independence

Independent directors : 91% Non-independent directors : 9%

Gender balance

Women : 45% Men : 55%

Internationalisation

Directors who are French nationals : 64% Directors who are nationals of another country : 36%

The table below highlights the changes in the Board’s composition having occurred in 2022 and those that will occur in coming years:

 

Situation at 1 January 2022

 Renewal of term of office / Appointment Situation at 31 December Term of office ends
  At the 2022 SGM Outside the SGM 2023 SGM 2024 SGM 2025 SGM 2026 SGM
Xavier Huillard X X   X       X
Yves-Thibault de Silguy X -   -        
Yannick Assouad X     X     X  
Benoit Bazin X     X   X    
Robert Castaigne X     X X      
Uwe Chlebos X   - -        
Graziella Gavezotti X     X     X  
Caroline Grégoire Sainte Marie X     X X      
Miloud Hakimi X   - -        
Claude Laruelle - X   X       X
Marie-Christine Lombard X X   X       X
René Medori X X   X       X
Roberto Migliardi -   X X       X
Dominique Muller X     X X      
Ana Paula Pessoa X     X X      
Alain Saïd -   X X       X
Pascale Sourisse X     X X      
Qatar Holding LLC X X   X       X
Abdullah Hamad Al Attiyah (permanent representative of Qatar Holding LLC) X   X X        
3.1.5 Procedure for the selection of new Board members

The Board of Directors pays great attention to the selection of its members. The Board’s composition must offer the best possible diversity and reflect, as much as possible, experiences in the various geographic regions where the Group operates, covering a range of technical and complementary skills and expertise, and include members fully familiar with the Group’s activities.

On this basis, the Appointments and Corporate Governance Committee submits its proposals to the Board for the selection, possibly with the assistance of an outside recruitment firm, of candidates contributing to the renewal of the Board’s composition, bearing in mind the following criteria in particular, while aiming to maintain a high proportion of independent members:

  • professional experience;
  • knowledge of the Group or its industry sectors;
  • experience in geographical areas that are strategic for the Group;
  • skills, particularly in management, acquired within large international companies, whether based in France or abroad;
  • financial and accounting expertise;
  • skills in the areas of CSR, R&D and digital transformation;
  • sufficient availability.

The Board of Directors and the Appointments and Corporate Governance Committee regularly evaluate the composition of the Board and its committees as well as the various skills and experiences each of their members bring to their positions. Approaches and guidelines are also identified in order to guarantee the best balance possible by aiming to ensure a complementary set of profiles from the perspective of international experience, skills and backgrounds.