The Appointments, Compensation and Governance Committee has at least 3 members - the majority of whom are independent.
The Committee meets at least twice a year, meetings being called by the Chairman, who may organize any additional meetings as circumstances require.
The assignments of the Appointments and Compensation Committee are:
to prepare decisions on the compensation for the Chairman of the Board of Directors;
to prepare decisions on the remuneration of the Chief Executive Officer and any Deputy Chief Executive Officer(s) and to propose, as required, qualitative and quantitative criteria for determining the variable portion of such remuneration;
to assess all the other benefits and compensation awarded to the Chief Executive Officer and any Chief Operating Officer(s);
to consider proposed stock option and free share plans for employees and senior managers so that the Board of Directors can set the aggregate or individual number of options or shares awarded and the terms and conditions for awarding them;
to examine the composition of the Board of Directors;
to review the independent status of Directors;
to consider candidacies for the position of Chief Executive Officer and, where applicable, of Deputy Chief Executive Officer;
to obtain disclosure of all useful information relating to the methods of recruitment, remuneration and status of the senior executives of the Company and its subsidiaries;
to assess the position of each director in light of any relationship they might have with the Company or with Group companies that might compromise their freedom of judgment or lead to potential conflicts of interest with the Company;
to prepare and update the Board of Directors’ rules of procedure, the charters for the specialized Committees set up within the Board, as well as the charter for related-party agreements;
to review the changes in corporate governance rules;
to organise and carry out regular appraisals of the Board of Directors.
The Appointments, Compensation and Governance Committee is currently made up of 4 members, appointed for the duration of their term of office as director, 75% of whom are independent members.
* Independent director
Chairwoman of the Appointments, Compensation and Governance Committee - Company Director
Deputy Chief Executive Officer-Group Finance of Grandir/Les petits Chaperons Rouges
Chairwoman of the Kiabi group
Eric Le Gentil
Chairman of the Board of Directors