The purpose of the position of Lead Director is to have a Board member who can serve as a point of contact distinct from the Chairman and Chief Executive Officer and who also has the personal powers necessary to guarantee the Board’s responsiveness in all circumstances. In accordance with the Board’s internal rules, the Lead Director is authorised to request the addition of any item to the agenda of a Board meeting or ask the Chairman to call a Board meeting.
The Lead Director has the duties and responsibilities laid down in the Board’s internal rules, which are reiterated in paragraph 2.1 above.
Yannick Assouad, who also chairs the Appointments and Corporate Governance Committee, has drawn up a report on the performance of her duties in 2024 (see the Report of the Lead Director of the Board of Directors, page 313).
At 31 December 2024, the Board of Directors had 13 members. The characteristics of its membership are detailed below:
| Name | Age (*) | Gender | Number of years of service | Number of shares | Nationality(ies) |
Independence (reason not considered independent) |
Date of first appointment or designation | Term of office ends |
|---|---|---|---|---|---|---|---|---|
|
Xavier Huillard Chairman |
Xavier Huillard Chairman Age (*)70 |
Xavier Huillard Chairman Gender M |
Xavier Huillard Chairman Number ofyears of service 18 |
Xavier Huillard Chairman Number ofshares 336,616 |
Xavier Huillard Chairman Nationality(ies) French |
Xavier Huillard Chairman Independence (reason not considered independent) Not independent (executive officer) |
Xavier Huillard Chairman Date of first appointment ordesignation 09/01/2006 |
Xavier Huillard Chairman Term of officeends 2026 SGM |
|
Yannick Assouad Lead Director |
Yannick Assouad Lead Director Age (*)65 |
Yannick Assouad Lead Director Gender F |
Yannick Assouad Lead Director Number ofyears of service 11 |
Yannick Assouad Lead Director Number ofshares 1,000 |
Yannick Assouad Lead Director Nationality(ies) French |
Yannick Assouad Lead Director Independence (reason not considered independent) Independent |
Yannick Assouad Lead Director Date of first appointment ordesignation 16/04/2013 |
Yannick Assouad Lead Director Term of officeends 2025 SGM |
| Carlos F. Aguilar | Carlos F. Aguilar Age (*)66 |
Carlos F. Aguilar Gender M |
Carlos F. Aguilar Number ofyears of service 1 |
Carlos F. Aguilar Number ofshares 1,000 |
Carlos F. Aguilar Nationality(ies) American and Costa Rican |
Carlos F. Aguilar Independence (reason not considered independent) Independent |
Carlos F. Aguilar Date of first appointment ordesignation 13/04/2023 |
Carlos F. Aguilar Term of officeends 2027 SGM |
| Benoit Bazin | Benoit Bazin Age (*)56 |
Benoit Bazin Gender M |
Benoit Bazin Number ofyears of service 4 |
Benoit Bazin Number ofshares 2,000 |
Benoit Bazin Nationality(ies) French |
Benoit Bazin Independence (reason not considered independent) Independent |
Benoit Bazin Date of first appointment ordesignation 18/06/2020 |
Benoit Bazin Term of officeends 2028 SGM |
| Graziella Gavezotti | Graziella GavezottiAge (*) 73 |
Graziella Gavezotti Gender F |
Graziella GavezottiNumber of years of service 11 |
Graziella GavezottiNumber of shares 1,000 |
Graziella Gavezotti Nationality(ies) Italian |
Graziella Gavezotti
Independence (reason not considered independent) Independent |
Graziella Gavezotti Date of first appointment ordesignation 16/04/2013 |
Graziella GavezottiTerm of office ends 2025 SGM |
| Caroline Grégoire Sainte Marie | Caroline Grégoire Sainte MarieAge (*) 67 |
Caroline Grégoire Sainte Marie Gender F |
Caroline Grégoire Sainte MarieNumber of years of service 5 |
Caroline Grégoire Sainte MarieNumber of shares 1,016 |
Caroline Grégoire Sainte Marie Nationality(ies) French |
Caroline Grégoire Sainte Marie
Independence (reason not considered independent) Independent |
Caroline Grégoire Sainte Marie Date of first appointment ordesignation 17/04/2019 |
Caroline Grégoire Sainte MarieTerm of office ends 2027 SGM |
| Claude Laruelle | Claude Laruelle Age (*)57 |
Claude Laruelle Gender M |
Claude Laruelle Number ofyears of service 2 |
Claude Laruelle Number ofshares 1,029 |
Claude Laruelle Nationality(ies) French |
Claude Laruelle Independence (reason not considered independent) Independent |
Claude Laruelle Date of first appointment ordesignation 12/04/2022 |
Claude Laruelle Term of officeends 2026 SGM |
| Marie-Christine Lombard | Marie-Christine Lombard Age (*)66 |
Marie-Christine Lombard Gender F |
Marie-Christine Lombard Number ofyears of service 10 |
Marie-Christine Lombard Number ofshares 1,016 |
Marie-Christine Lombard Nationality(ies) French |
Marie-Christine Lombard Independence (reason not considered independent) Independent |
Marie-Christine Lombard Date of first appointment ordesignation 15/04/2014 |
Marie-Christine Lombard Term of officeends 2026 SGM |
| René Medori | René Medori Age (*)67 |
René Medori Gender M |
René Medori Number ofyears of service 6 |
René Medori Number ofshares 1,886 |
René Medori Nationality(ies) French and British |
René Medori Independence (reason not considered independent) Independent |
René Medori Date of first appointment ordesignation 17/04/2018 |
René Medori Term of officeends 2026 SGM |
| Annette Messemer | Annette Messemer Age (*)60 |
Annette Messemer Gender F |
Annette Messemer Number ofyears of service 1 |
Annette Messemer Number ofshares 1,000 |
Annette Messemer Nationality(ies) German |
Annette Messemer Independence (reason not considered independent) Independent |
Annette Messemer Date of first appointment ordesignation 13/04/2023 |
Annette Messemer Term of officeends 2027 SGM |
| Roberto Migliardi | Roberto Migliardi Age (*)65 |
Roberto Migliardi Gender M |
Roberto Migliardi Number ofyears of service 2 |
Roberto Migliardi Number ofshares 0 |
Roberto Migliardi Nationality(ies) French |
Roberto Migliardi Independence (reason not considered independent) Not independent (Director representing employees) |
Roberto Migliardi Date of first appointment ordesignation 12/04/2022 |
Roberto Migliardi Term of officeends 2026 SGM |
| Dominique Muller | Dominique Muller Age (*)62 |
Dominique Muller Gender F |
Dominique Muller Number ofyears of service 5 |
Dominique Muller Number ofshares 3,814 |
Dominique Muller Nationality(ies) French |
Dominique Muller Independence (reason not considered independent) Not independent (Director representing employee shareholders) |
Dominique Muller Date of first appointment ordesignation 17/04/2019 |
Dominique Muller Term of officeends 2027 SGM |
| Alain Saïd | Alain Saïd Age (*)58 |
Alain Saïd Gender M |
Alain Saïd Number ofyears of service 2 |
Alain Saïd Number ofshares 0 |
Alain Saïd Nationality(ies) French |
Alain Saïd Independence (reason not considered independent) Not independent (Director representing employees) |
Alain Saïd Date of first appointment ordesignation 12/04/2022 |
Alain Saïd Term of officeends 2026 SGM |
(*) At 31 December 2024.
SGM: Shareholders’ General Meeting.
As a general rule, the members of the Board of Directors are appointed individually by vote of the shareholders at the Ordinary Shareholders’ General Meeting as proposed by the Board, itself referring to the opinion of the Appointments and Corporate Governance Committee. However, the two Directors representing employees, namely Roberto Migliardi and Alain Saïd, were designated respectively by VINCI’s European Works Council and its Social and Economic Committee, in accordance with the provisions of Article 11.3 of the Articles of Association.
Each Board member, other than the Directors representing employees and the Director representing employee shareholders, must hold a minimum of 1,000 VINCI shares in registered form.