The Remuneration Committee is composed of at least three non-executive directors, including the Chairman of the Board of Directors and a majority of independent directors.
The Chief Executive Officer and the Head of Human Resources attend meetings, without being members. The members of the Appointments Committee are invited to attend meetings of the Remuneration Committee.
The Appointments Committee must have the necessary expertise enabling it to make pertinent and independent judgments on remuneration policies and practices. The Remuneration Committee meets at least twice per annum, including in principle at least once prior to the meeting of the Board of Directors validating the management report for the financial year. It may also meet more frequently during the year, on the substantiated request of one of its members.
The Remuneration Committee is composed as follows:
- Mr. Michel Tison, Chairman ;
- Mrs. Claire Cheremetinski ;
- Mr. Alexandre De Geest ;
- Mr. Gilles Denoyel ;
- Mrs. Tamar Joulia-Paris.
The Remuneration Committee prepares decisions of the Board of Directors on the remuneration of the Chairman of the Board of Directors, the Chief Executive Officer and the members of the Management Board.
The Remuneration Committee passes an opinion on the company’s remuneration policy and any amendments made to it. It prepares decisions on remuneration and, in particular, those which might have repercussions on risk and risk management.
It also prepares and supervises decisions relating to the remuneration of people in charge of independent control functions.